CCFN Muncy Columbia Financial Corporation (QX)

 

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

 

August 1, 2023

Date of Report (Date of earliest event reported)

 

CCFNB Bancorp, Inc.

(Exact name of registrant as specified in its charter)

 

Pennsylvania	000-19028	23-2254643
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

 

232 East Street

Bloomsburg, PA 17815

(Address of principal executive offices)

 

570-784-4400

(Registrant’s telephone number, including area code)

 

N/A

(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:

 

☒ 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 Exchange Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
None		None		None

 

Indicated by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2) ☐

 

If an emerging growth company, indicate by check mark if 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.

 

Lance O. Diehl, Chief Executive Officer, announced the consolidated financial results for CCFNB Bancorp, Inc. and Subsidiaries for the second quarter 2023. On August 1, 2023, CCFNB Bancorp, Inc. issued a press release titled “CCFNB Bancorp, Inc. Reports Second Quarter 2023 Earnings” attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

 

(a) Not applicable

(b) Not applicable

(c) Not applicable

(d) Exhibits.

 

Exhibit Number Description

 

99.1

Press Release issued by CCFNB Bancorp, Inc. on August 1, 2023 titled “CCFNB Bancorp, Inc. Reports Second Quarter 2023 Earnings”

 

104

Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)

 

 

 

SIGNATURE

 

 

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.

 

Date: August 1, 2023		CCFNB Bancorp, Inc.
		By: /s/ Jeffrey T. Arnold
		Name: Jeffrey T. Arnold, CPA, CIA
		Title: Executive Vice President & Chief Financial Officer

 

 

 

 

 

CCFNB Bancorp, Inc. 8-K

 

 

Exhibit 99.1

 

Press Release – For Immediate Release

August 1, 2023

CCFNB Bancorp, Inc. Reports Second Quarter 2023 Earnings

 

Bloomsburg, PA – CCFNB Bancorp, Inc. (“Corporation”) (OTC Pink: CCFN), parent company of First Columbia Bank & Trust Co. (”Bank”), has released its unaudited financial statements for the second quarter of 2023.

 

Net income, as reported under U.S. Generally Accepted Accounting Principles, for the quarter-ended June 30, 2023 was $1,462,000 compared to $1,953,000 for the same period in 2022. Net income, as reported under U.S. Generally Accepted Accounting Principles, for the six months-ended June 30, 2023 was $3,402,000 compared to $4,398,000 for the same period in 2022. Net income for the six months-ended June 30, 2023 was impacted by merger related expenses amounting to approximately $449 thousand. Earnings per share for the quarters-ended June 30, 2023 and 2022 were $0.71 and $0.94, respectively. Earnings per share for the six months-ended June 30, 2023 and 2022 were $1.64 and $2.12, respectively. The return on average assets and return on average equity were 0.71% and 7.63% for the quarter-ended June 30, 2023 as compared to 0.93% and 9.14% for the same period of 2022.

 

The net interest margin, tax effected, on interest earning assets and liabilities was 2.32% and 2.51% at June 30, 2023 and 2022, respectively.

 

Total consolidated assets amounted to $960.1 million at June 30, 2023 as compared to $944.0 at December 31, 2022. For the six months-ended June 30, 2023, net loans, not held for sale, increased by $22.7 million while investment securities decreased $3.7 million and cash and cash equivalents decreased $289 thousand. Over the same time period, loans held for sale decreased $4.2 million. Total deposits decreased $23.8 million while short term borrowings increased $10.3 million. Long term borrowings increased $25.0 million since the end of 2022 to fund the loan growth and offset deposit losses.

 

The Corporation invests in various forms of agency debt including mortgage-backed securities and callable agency debt. The fair value of these securities is influenced by market interest rates, prepayment speeds on mortgage-backed securities, bid to offer spreads in the market place and credit premiums for various types of agency debt. These factors change continuously and therefore the fair value of these securities may be higher or lower than the Corporation’s carrying value at any measurement date. The temporary impact on investments will also affect stockholders’ equity as these fluctuations are recorded through accumulated other comprehensive income (loss). As of June 30, 2023, the temporary impact of these unrealized losses on the stockholders’ equity amounted to a reduction of $25.2 million. The Corporation does not consider its debt securities to be other-than-temporarily impaired since it has both the intent and ability to hold the securities to allow a market recovery, which may be at maturity. As of June 30, 2023, the scheduled maturities of the callable agency debt, at par value, over the next 12 months amounted to $40.6 million. Additionally, the Corporation is expecting monthly cash flows from mortgage-backed securities.

 

Our liquidity position remains strong as the Bank has access to available funding with the Federal Home Loan Bank of Pittsburgh (“FHLB”). Under terms of a blanket agreement, the loans are secured by certain qualifying assets of the Bank which consisted principally of first mortgage loans. As of June 30, 2023, the maximum borrowing capacity with FHLB amounted to $259,100,000 and the available capacity was $225,100,000. The Bank also has unused lines of credit with the Federal Reserve Bank Discount Window and Atlantic Community Bankers Bank in the amounts of $5,953,560 and $10,000,000, respectively, at June 30, 2023.

 

When compared to December 31, 2022, stockholders’ equity, excluding accumulated other comprehensive loss, increased $2.2 million to $115.5 million as of June 30, 2023. Total stockholders’ equity equated to a book value per share of $43.44 at June 30, 2023 as compared with $41.34 as of December 31, 2022. For the six months-ended June 30, 2023 cash dividends of $0.85 per share were paid to stockholders as compared to $0.83 for the same 2022 period. CCFNB Bancorp, Inc. remains well capitalized, with an equity-to-assets ratio of 9.4% as of June 30, 2023 and 9.1% at December 31, 2022.

 

About CCFNB Bancorp, Inc.

 

CCFNB Bancorp, Inc. is a registered financial holding company, headquartered in Bloomsburg, Pennsylvania. CCFNB Bancorp, Inc. has one subsidiary bank, First Columbia Bank & Trust Co. First Columbia Bank & Trust Co. is a full-service community bank, serving a market area in Columbia, Montour, Luzerne, Lycoming, and Northumberland counties. The Bank engages in a full line of personal, business and municipal financial services and alternative investment products, including corporate and personal fiduciary services. The Bank has 12 offices located throughout the communities of Bloomsburg, Berwick, Danville, Benton, Millville, Elysburg and Catawissa. The Bank has 177 employees. As of June 30, 2023, CCFNB Bancorp, Inc. had $960.1 million in total assets.

 

 

 

 

Cautionary Note Regarding Forward Looking Statements

 

This press release contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not statements of current or historical fact and involve substantial risks and uncertainties. Words such as "anticipates," "believes," "estimates," "expects," "forecasts," "intends," "plans," "projects," "may," "will," "should," and other similar expressions can be used to identify forward-looking statements. Such statements are subject to factors that could cause actual results to differ materially from anticipated results. Among the risks and uncertainties that could cause actual results to differ from those described in the forward-looking statements include, but are not limited to the following: costs or difficulties associated with newly developed or acquired operations; risks related to the proposed merger with Muncy Bank Financial, Inc.; changes in general economic trends, including inflation and changes in interest rates; increased competition; changes in consumer demand for financial services; our ability to control costs and expenses; adverse developments in borrower industries and, in particular, declines in real estate values; changes in and compliance with federal and state laws that regulate our business and capital levels; our ability to raise capital as needed; and the effects of the COVID-19 pandemic and actions taken by governments, businesses and individuals in response. We do not undertake, and specifically disclaim, any obligation to publicly revise any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements, except as required by law. Accordingly, you should not place undue reliance on forward-looking statements.

 

CCFNB Bancorp, Inc. and Muncy Bank Financial, Inc. Merger - Additional Information and Where to Find It

On April 18, 2023 CCFNB Bancorp, Inc. (OTCPK: CCFN) and Muncy Bank Financial, Inc. (OTCQB: MYBF) jointly announced the signing of a definitive merger agreement to combine the two companies in a strategic merger of equals. In connection with the proposed transaction, CCFNB has filed a registration statement on Form S-4 with the SEC. The registration statement includes a joint proxy statement of CCFNB and Muncy, which also will constitute a prospectus of CCFNB, that will be sent to CCFNB’s and Muncy’s shareholders seeking certain approvals related to the proposed transaction.

 

The information contained herein does not constitute an offer to sell or a solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Investors and security holders of CCFNB and Muncy and their respective affiliates are urged to read, when available, the registration statement on Form S-4, the joint proxy statement/prospectus included within the registration statement on Form S-4 and any other relevant documents filed or to be filed with the SEC in connection with the proposed transaction, as well as any amendments or supplements to those documents, because they will contain important information about CCFNB, Muncy and the proposed transaction. Investors and security holders will be able to obtain a free copy of the registration statement, including the joint proxy statement/prospectus, as well as other relevant documents filed with the SEC containing information about CCFNB and Muncy, without charge, at the SEC’s website (http://www.sec.gov). Copies of documents filed with the SEC by CCFNB will be made available free of charge in the “Investor Relations” section of CCFNB’s website, https://www.firstcolumbiabank.com. Copies of documents filed with the SEC by Muncy will be made available free of charge in the “Investor Relations” section of Muncy’s website, https://ir.muncybank.com.

 

Participants in Solicitation

 

CCFNB, Muncy, and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction under the rules of the SEC. Information regarding directors and executive officers of CCFNB and Muncy will be made available in the joint proxy statement/prospectus included in the registration statement on Form S-4 filed by CCFNB with the SEC in connection with the proposed transaction, and certain other documents filed with the SEC by CCFNB and Muncy, respectively. Free copies of these documents, when available, may be obtained as described in the preceding paragraph.

 

 

CCFNB Bancorp, Inc.

Consolidated Balance Sheets 

 

		(Unaudited)
		June 30,				December 31,
(In Thousands, except share data)		2023				2022
ASSETS
Cash and due from banks		$	10,546			$	9,750
Interest-bearing deposits in other banks			2,243				3,333
Federal funds sold			6				1
Total cash and cash equivalents			12,795				13,084
Investment debt securities, available for sale, at fair value			336,252				341,051
Investment equity securities, at fair value			929				1,077
Restricted securities			4,498				3,223
Loans held for sale			402				4,568
Loans, net of unearned income			550,469				527,729
Less: Allowance for credit losses			6,278				7,279
Loans, net			544,191				520,450
Premises and equipment:
Operating lease right-of-use			284				298
Other premises and equipment, net			12,365				12,514
Accrued interest receivable			2,331				2,222
Cash surrender value of bank-owned life insurance			22,126				21,859
Investment in limited partnerships			5,472				3,745
Goodwill			7,937				7,937
Other assets			10,498				11,986
TOTAL ASSETS		$	960,080			$	944,014
LIABILITIES
Interest-bearing deposits		$	482,962			$	500,480
Noninterest-bearing deposits			175,521				181,845
Total deposits			658,483				682,325
Short-term borrowings			182,022				171,741
Long-term borrowings			25,023				24
Accrued interest payable			508				187
Operating lease liability			284				298
Other liabilities			3,392				3,497
TOTAL LIABILITIES			869,712				858,072
STOCKHOLDERS' EQUITY
Common stock, par value $1.25 per share; authorized
15,000,000 shares, issued  2,344,809 shares in 2023
and 2,343,835 shares in 2022			2,931				2,930
Surplus			30,070				30,030
Retained earnings			92,318				90,156
Accumulated other comprehensive loss			(25,161	)			(27,384	)
Treasury stock, at cost; 264,700 shares in 2023 and  2022			(9,790	)			(9,790	)
TOTAL STOCKHOLDERS' EQUITY			90,368				85,942
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY		$	960,080			$	944,014

 

 

CCFNB Bancorp, Inc.

Consolidated Statements of Income

(Unaudited) 

 

		For the Three Months Ended								For the Six Months Ended
(In Thousands, Except Share and Per Share Data)		June 30,								June 30,
		2023				2022				2023				2022
INTEREST AND DIVIDEND INCOME
Interest and fees on loans:
Taxable		$	6,298			$	4,806			$	12,232			$	9,615
Tax-exempt			215				139				431				303
Interest and dividends on investment securities:
Taxable			1,222				1,036				2,430				1,843
Tax-exempt			134				30				263				67
Dividend and other interest income			69				48				136				93
Federal funds sold			1				5				1				6
Deposits in other banks			25				55				85				88
TOTAL INTEREST AND DIVIDEND INCOME			7,964				6,119				15,578				12,015
INTEREST EXPENSE
Deposits			780				422				1,407				836
Short-term borrowings			2,125				168				3,911				257
Long-term borrowings			146				1				146				1
TOTAL INTEREST EXPENSE			3,051				591				5,464				1,094
NET INTEREST INCOME			4,913				5,528				10,114				10,921
CREDIT LOSS EXPENSE
(Credit) Provision for credit losses  - loans			(4	)			(190	)			(422	)			(160	)
(Credit) Provision for credit losses  - investment debt securities			—				—				—				—
(Credit) Provision for credit losses  - off-balance sheet commitments			(12	)			—				(3	)			—
TOTAL CREDIT LOSS EXPENSE			(16	)			(190	)			(425	)			(160	)
NET INTEREST INCOME AFTER (CREDIT) PROVISION
FOR CREDIT LOSSES			4,929				5,718				10,539				11,081
NON-INTEREST INCOME
Service charges and fees			514				493				1,039				1,004
Gain on sale of loans			96				67				125				356
Earnings on bank-owned life insurance			113				108				222				211
Brokerage			151				163				279				323
Trust			227				177				418				386
Loss on equity securities			(66	)			(40	)			(147	)			(43	)
Interchange fees			442				445				866				857
Other			229				194				530				471
TOTAL NON-INTEREST INCOME			1,706				1,607				3,332				3,565
NON-INTEREST EXPENSE
Salaries			1,832				1,925				3,632				3,771
Employee benefits			608				769				1,400				1,504
Occupancy			320				344				643				671
Furniture and equipment			491				503				1,010				853
State shares tax			131				177				292				344
Professional fees			760				342				1,071				640
Director's fees			73				79				155				167
FDIC assessments			109				64				217				131
Telecommunications			76				111				160				195
Automated teller machine and interchange			(9	)			(4	)			110				105
Other			466				538				984				981
TOTAL NON-INTEREST EXPENSE			4,857				4,848				9,674				9,362
INCOME BEFORE INCOME TAX PROVISION			1,778				2,477				4,197				5,284
INCOME TAX PROVISION			316				524				795				886
NET INCOME		$	1,462			$	1,953			$	3,402			$	4,398
EARNINGS PER SHARE		$	0.71			$	0.94			$	1.64			$	2.12
CASH DIVIDENDS PER SHARE		$	0.43			$	0.42			$	0.85			$	0.83
WEIGHTED AVERAGE SHARES OUTSTANDING			2,079,649				2,077,971				2,079,393				2,077,977

 

 

 

		Quarter Ended (unaudited)
(Dollars in Thousands, Except Per Share Data)		6/30/2023				3/31/2023				12/31/2022				9/30/2022				6/30/2022
Operating Highlights
Net income		$	1,462			$	1,940			$	2,595			$	2,521			$	1,953
Net interest income			4,913				5,201				5,453				5,953				5,528
(Credit) Provision for credit losses			(16	)			(409	)			(450	)			(1,200	)			(190	)
Non-interest income			1,706				1,626				2,008				498				1,607
Non-interest expense			4,857				4,817				5,038				4,668				4,848
Financial Condition Data:
Total assets		$	960,080			$	955,030			$	944,014			$	952,822			$	953,045
Loans, net and loans held for sale			544,593				535,843				525,018				506,760				487,334
Intangibles			7,937				7,937				7,937				7,937				7,937
Total deposits
Noninterest-bearing		$	175,521			$	178,438			$	181,845			$	182,469			$	184,855
Savings			157,833				166,231				171,462				174,173				176,056
NOW			152,358				151,191				152,656				156,961				159,048
Money Market			44,341				51,846				51,850				51,894				56,293
Time Deposits			128,430				127,670				124,512				129,900				135,784
Total interest-bearing deposits			482,962				496,938				500,480				512,928				527,181
Core deposits*			530,053				547,706				557,813				565,497				576,252
Selected Ratios
Net interest margin(YTD)			2.32	%			2.41	%			2.55	%			2.56	%			2.51	%
Annualized return on average assets			0.71	%			0.82	%			1.00	%			0.97	%			0.93	%
Annualized return on average equity			7.63	%			8.94	%			10.45	%			9.82	%			9.14	%
Capital Ratios
Common equity tier I capital ratio			19.30	%			19.83	%			19.79	%			20.77	%			20.32	%
Tier 1 capital ratio			19.30	%			19.83	%			19.79	%			20.77	%			20.32	%
Total risk-based capital ratio			20.45	%			20.99	%			21.04	%			22.03	%			21.58	%
Leverage ratio			10.83	%			11.11	%			11.02	%			10.74	%			10.79	%
Asset Quality Ratios
Non-performing assets		$	2,562			$	2,808			$	2,654			$	2,678			$	2,816
Allowance for credit losses - loans			6,278				6,288				7,279				7,743				8,960
Allowance for credit losses to total loans			1.14	%			1.16	%			1.37	%			1.51	%			1.81	%
Allowance for credit losses to
non-performing loans			245.04	%			223.91	%			274.33	%			293.22	%			318.16	%
Per Share Data
Earnings per share		$	0.71			$	0.93			$	1.25			$	1.21			$	0.94
Dividend declared per share			0.43				0.42				0.42				0.42				0.42
Book value			43.44				44.52				41.34				39.88				42.29
Common stock price:
Bid		$	37.57			$	40.05			$	45.00			$	45.50			$	52.20
Ask			43.00				42.50				51.00				49.50				55.90
Weighted average common shares			2,079,649				2,079,135				2,078,705				2,078,204				2,077,971

 

 

* Core deposits are defined as total deposits less time deposits 

 

 

v3.23.2

Cover	Aug. 01, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 01, 2023
Entity File Number	000-19028
Entity Registrant Name	CCFNB Bancorp, Inc.
Entity Central Index Key	0000731122
Entity Tax Identification Number	23-2254643
Entity Incorporation, State or Country Code	PA
Entity Address, Address Line One	232 East Street
Entity Address, City or Town	Bloomsburg
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	17815
City Area Code	570
Local Phone Number	784-4400
Written Communications	true
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false

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