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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported) December 8, 2023
OPTIMUMBANK
HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
Florida |
|
000-50755 |
|
55-0865043 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
file
number) |
|
(IRS
employer
identification
no.) |
2929
East Commercial Boulevard |
|
|
|
33308 |
Ft.
Lauderdale, Florida |
|
|
|
(Zip
Code) |
(Address
of principal executive offices) |
|
|
|
|
(954)
776-2332
(Registrant’s
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instruction A.2. below):
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
Registered pursuant to Section 12(b) of the Act:
Title
of each class registered |
|
Trading
Symbol(s) |
|
Name
of exchange on which registered |
Common
Stock |
|
OPHC |
|
The
Nasdaq Stock Market LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1933 (§240.12b-2 of this chapter)
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
2.02. Results of Operations and Financial Condition.
On
December 8, 2023, OptimumBank Holdings, Inc. issued a press release describing aspects of its results of operations for the month ended
October 31, 2023.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
The
information in this report (including the exhibits) shall not be deemed to be “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not
be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or
the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
OPTIMUMBANK
HOLDINGS, INC. |
|
|
|
|
Date: |
December
8, 2023 |
|
|
|
|
By: |
/s/
Moishe Gubin |
|
|
Moishe
Gubin |
|
|
Chairman
of the Board of Directors |
|
Exhibit 99.1
OptimumBank Holdings,
Inc. (OPHC-NASDAQ)
Chairman Gubin’s
comments pertaining to the Board’s
Strategic Planning
- “A successful roadmap for growing our Bank”
OptimumBank Holdings, Inc., a (the “Company”)
ended the month of October 2023 with assets exceeding $755.7 million, an increase of $43 million as compared to $712.7 million in the
prior month. The net change in total assets was partially driven by a $26 million increase in net loans. Since the Company announced entry
into Accounts Receivable Financing to Skilled Nursing Facilities at the end of last year, our SNF portfolio has grown to over $28MM. Additionally,
since the Company announced seeking entry into the Small Business Administration (SBA) National Lending Program to provide loans to small
and middle market companies, the Company is now approved for SBA Lending and has closed it first SBA Loan for $300,000 and has a pipeline
of $15MM in various stages of loan underwriting and processing. Additionally, the Company intends to close in the area of $50MM of SBA
loans in 2024. Core earnings are a non-GAPP financial measure used by management as an earnings measure to ascertain the profitability
of the underlying business of the Company for the month of October 2023 has increased over the past ten months to $1,410,900 as compared
to $963,215 reported for the month ended December 31, 2022.1
Chairman
Gubin commends the Board and Management for the promising implementation of a well-designed strategic plan to grow the size and profitability
of the Company and developing strong and lasting customer relationships along the way.
Growing the asset size of the Company
for the remainder of 2023 and into 2024 is facilitating our goal to provide greater shareholder returns. Growth in our earning as the
Company grows has been and will continue to be our main focus. The Board and Management are working hard to improve on our results and
truly succeed in bringing returns to all of our shareholders.
As
the Company grows, the Board and Management stays focused on maintaining our well capitalized status under regulatory guidelines,
enhancing our reputation for consistent and stellar customer service,
and performing better than many of our peers in a number of banking metrics.
OptimumBank’s strategic plan also
encompasses expanding lending capabilities, increasing the Company’s core deposit base primarily with fee-based income businesses
and by evaluating M&A opportunities. The Board and Management remains focused on increasing
the Loan-to-Deposit ratio by maintaining competitive pricing of the Company’s products to improve the Net Interest Margin (NIM)
to reach its maximum potential. The Company continues to focus on the customer on its path to grow larger and stronger while still achieving
community banking at its best, where each customer is a name, not a number.
1
The following table reconciles core earnings to net income, a GAAP financial measure:
| |
| |
Consolidated | |
| |
| |
Month
End | |
| |
| |
10/31/2023 | | |
12/31/2022 | |
| |
Net
Income | |
$ | 749,888 | | |
$ | 540,836 | |
Add | |
Taxes | |
| 255,142 | | |
| 184,351 | |
Add | |
Provision
for Credit Losses | |
| 405,870 | | |
| 238,028 | |
| |
| |
$ | 1,410,900 | | |
$ | 963,215 | |
About OptimumBank Holdings, Inc.
OptimumBank Holdings, Inc. operates as
the bank holding company for OptimumBank that provides a range of consumer and commercial banking services to individuals and businesses.
The company accepts demand interest-bearing and noninterest-bearing, savings, money market,
NOW, and time deposit accounts, as well
as certificates of deposit; and offers residential and commercial real estate, commercial, and consumer loans, as well as lending lines
for working capital needs. It also provides debit and ATM cards; investment, cash management, and notary and night depository services;
and direct deposits, money orders, cashier’s checks, domestic collections, drive-in tellers, and banking by mail, as well as Internet
banking services. In addition, the company engages in holding, managing, and disposing foreclosed real estate. It operates through banking
offices located in Broward County, Florida. OptimumBank Holdings, Inc. was founded in 2000 and is based in Fort Lauderdale, Florida.
Safe Harbor Statement:
This press release contains forward-looking
statements that can be identified by terminology such as “believes,” “expects,” “potential,” “plans,”
“suggests,” “may,” “should,” “could,” “intends,” or similar expressions. Many
forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results to be materially
different from any future results or implied by such statements. These factors include, but are not limited to, our limited operating
history, managing our expected growth, risks associated with integration of acquired websites, possible inadvertent infringement of third-party
intellectual property rights, our ability to effectively compete, our acquisition strategy, and a limited public market for our common
stock, among other risks. OptimumBank Holdings, Inc.’s future results may also be impacted by other risk factors listed from time-to-time
in its SEC filings. Many factors are difficult to predict accurately and are generally beyond the company’s control. Forward looking
statements speak only as to the date they are made and OptimumBank Holdings, Inc. does not undertake to update forward-looking statements
to reflect circumstances or events that occur after the date the forward-looking statements are made.
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