Enterprising Investor
9 years ago
Ameris Bancorp Signs Definitive Merger Agreement to Acquire Jacksonville Bancorp, Inc. (10/01/15)
MOULTRIE, Ga and JACKSONVILLE, Fla., Oct. 1, 2015 /PRNewswire/ -- Ameris Bancorp (Nasdaq-GS: ABCB) ("Ameris"), the parent company of Ameris Bank, announced today the signing of a definitive merger agreement under which Ameris will acquire Jacksonville Bancorp, Inc. (Nasdaq-CM: JAXB) ("Jacksonville Bancorp"), the parent company of The Jacksonville Bank, Jacksonville, Florida. Upon completion of the transaction, the combined company will have approximately $5.7 billion in assets, $4.0 billion in loans, $4.9 billion in deposits and a branch network of 101 banking locations across four states, inclusive of Ameris's recently announced branch consolidation.
"We are pleased to announce our merger with Jacksonville Bancorp, as it will accelerate our growth momentum in the greater Jacksonville, Florida market. We believe that this transaction will allow us to better serve our combined customer base, provide greater access to the variety of banking services we offer and help us build a stronger presence to positively impact our community," commented Edwin W. Hortman, Jr., President and Chief Executive Officer of Ameris.
The acquisition further expands Ameris's existing Southeastern footprint in the attractive Jacksonville, Florida market. Jacksonville Bancorp currently operates eight banking locations, all of which are located within the Jacksonville MSA, as well as one cyber banking site. After the acquisition, Ameris will become the largest community bank by deposit market share in the Jacksonville, Florida market.
Kendall L. Spencer, President and Chief Executive Officer of Jacksonville Bancorp, said, "We are excited to announce our merger with Ameris. We admire the strong commitment Ameris shows to customers and communities they serve, and we look forward to offering that experience to our customers."
Under the terms of the merger agreement, Jacksonville Bancorp shareholders will receive either 0.5861 shares of Ameris common stock or $16.50 in cash for each share of Jacksonville Bancorp common stock or nonvoting common stock, subject to the total consideration being 75% stock and 25% cash. The transaction is valued at approximately $96.6 million in the aggregate based on Ameris's closing stock price of $28.47 as of September 29, 2015.
The merger agreement has been unanimously approved by the board of directors of each company. The transaction is expected to close in the first quarter of 2016 and is subject to customary closing conditions, regulatory approvals and approval by Jacksonville Bancorp shareholders.
Keefe, Bruyette & Woods, Inc. served as financial advisor and Rogers & Hardin LLP provided legal counsel to Ameris. Hovde Group, LLC served as financial advisor and Smith MacKinnon, PA provided legal counsel to Jacksonville Bancorp.
Conference Call Information
Ameris Bancorp will host a conference call and webcast today at 11:00 a.m. EDT. The conference call can be accessed by dialing 1-877-504-1190 or 1-412-902-6630 for international participants. A replay of the call will be available one hour after the end of the conference call until October 16, 2015 at 9:00 a.m. EDT. To listen to the replay, dial 1-877-344-7529 or 1-412-317-0088. The conference number is 10073679. The webcast will also be available on the Investor Relations page of www.amerisbank.com.
Cautionary Statements Regarding Forward-Looking Information
This news release contains forward-looking statements, as defined by federal securities laws, including, among other forward-looking statements, certain plans, expectations and goals, and including statements about the benefits of the merger between Ameris and Jacksonville Bancorp. Words such as "may," "believe," "expect," "anticipate," "intend," "will," "should," "plan," "estimate," "predict," "continue" and "potential" or the negative of these terms or other comparable terminology, as well as similar expressions, are meant to identify forward-looking statements. The forward-looking statements in this news release are based on current expectations and are provided to assist in the understanding of potential future performance. Such forward-looking statements involve numerous assumptions, risks and uncertainties that may cause actual results to differ materially from those expressed or implied in any such statements including, without limitation, the following: the businesses of Ameris and Jacksonville Bancorp may not be integrated successfully or such integration may take longer to accomplish than expected; the expected cost savings and any revenue synergies from the merger may not be fully realized within the expected timeframes; disruption from the merger may make it more difficult to maintain relationships with customers, employees or others; the required governmental approvals of the merger may not be obtained on the proposed terms and schedule; changes in economic conditions; movements in interest rates; competitive pressures on product pricing and services; success and timing of other business strategies; and the nature, extent and timing of governmental actions. For a discussion of some of the other risks and other factors that may cause such forward-looking statements to differ materially from actual results, please refer to Ameris's and Jacksonville Bancorp's filings with the Securities and Exchange Commission, including each company's respective Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Forward-looking statements speak only as of the date they are made, and neither Ameris nor Jacksonville Bancorp undertakes any obligation to update or revise forward-looking statements.
Additional Information
Ameris intends to file a registration statement on Form S-4 with the Securities and Exchange Commission to register the shares of Ameris's common stock that will be issued to Jacksonville Bancorp's shareholders in connection with the transaction. The registration statement will include a joint proxy statement/prospectus and other relevant materials in connection with the proposed merger transaction. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS REGARDING THE MERGER AND ANY OTHER RELEVANT DOCUMENTS CAREFULLY IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE MERGER. Investors and security holders may obtain free copies of these documents and other documents filed with the Securities and Exchange Commission on its website at http://www.sec.gov. Investors and security holders may also obtain free copies of the documents filed with the Securities and Exchange Commission by Ameris on its website at http://www.amerisbank.com and by Jacksonville Bancorp on its website at http://www.jaxbank.com.
Participants in the Merger Solicitation
Ameris and Jacksonville Bancorp, and certain of their respective directors, executive officers and other members of management and employees, may be deemed to be participants in the solicitation of proxies from the shareholders of Jacksonville Bancorp in respect of the proposed merger transaction. Information regarding the directors and executive officers of Ameris and Jacksonville Bancorp and other persons who may be deemed participants in the solicitation of the shareholders of Jacksonville Bancorp in connection with the proposed transaction will be included in the proxy statement/prospectus for Jacksonville Bancorp's special meeting of shareholders, which will be filed by Ameris with the Securities and Exchange Commission. Information about Ameris's directors and executive officers can also be found in Ameris's definitive proxy statement in connection with its 2015 annual meeting of shareholders, as filed with the Securities and Exchange Commission on April 17, 2015, and other documents subsequently filed by Ameris with the Securities and Exchange Commission. Information about Jacksonville Bancorp's directors and executive officers can also be found in Jacksonville Bancorp's definitive proxy statement in connection with its 2015 annual meeting of shareholders, as filed with the Securities and Exchange Commission on March 24, 2015, and other documents subsequently filed by Jacksonville Bancorp with the Securities and Exchange Commission. Additional information regarding the interests of such participants will be included in the proxy statement/prospectus and other relevant documents regarding the proposed merger transaction filed with the Securities and Exchange Commission when they become available.
Ameris Bancorp
Ameris Bancorp is a bank holding company headquartered in Moultrie, Georgia and the parent of Ameris Bank, a Georgia state-chartered bank. Ameris Bank currently has 103 locations in Georgia, Alabama, northern Florida and South Carolina, with ten of those locations announced to be consolidated within the coming months.
A presentation with additional information regarding the transaction will be available on the Investor Relations page of www.amerisbank.com.
Jacksonville Bancorp, Inc.
Jacksonville Bancorp, Inc., a bank holding company, is the parent of The Jacksonville Bank, a Florida state-chartered bank focusing on the Northeast Florida market with eight full-service branches in Jacksonville and Jacksonville Beach, Duval County, Florida, as well as one virtual branch.
http://www.prnewswire.com/news-releases/ameris-bancorp-signs-definitive-merger-agreement-to-acquire-jacksonville-bancorp-inc-300152254.html
Enterprising Investor
9 years ago
Jacksonville Bancorp Announces 2015 First Quarter Results (5/05/15)
JACKSONVILLE, FLA., May 5, 2015/ -- Jacksonville Bancorp, Inc. (the โCompanyโ) (NASDAQ: JAXB), holding company for The Jacksonville Bank (the โBankโ), announced today net income for the three months ended March 31, 2015 of $914 thousand compared to net income of $26 thousand for the three months ended March 31, 2014. Book value and tangible book value per common share as of March 31, 2015 were $6.61 and $6.52, respectively.
Balance Sheet Overview
Total assets were $491.1 million as of March 31, 2015, compared to $488.6 million as of December 31, 2014. The increase in total assets was due to an increase in cash and cash equivalents in the amount of $8.7 million. This amount was offset by a decrease in securities available-for-sale of $4.3 million and net loans of $1.5 million during the three months ended March 31, 2015.
Total deposits were $423.1 million as of March 31, 2015, an increase of $7.4 million compared to total deposits of $415.8 million as of December 31, 2014. The increase in total deposits when compared to December 31, 2014 was driven primarily by:
· Non-interest bearing deposits increased $1.3 million, or 1.3%. This represents 25.8% of total deposits as of March 31, 2015;
· Money market, NOW and savings deposits increased $12.5 million, or 7.2%, due to natural fluctuations in account balances; and
· The time deposit portfolio decreased $6.5 million, or 4.9%, driven primarily by a $5.9 million reduction in brokered CDs. The remaining variance was due to a net decrease in local and national CDs when compared to the year ended December 31, 2014.
Total shareholdersโ equity increased $1.2 million to $38.3 million as of March 31, 2015 compared to $37.1 million as of December 31, 2014. This increase was attributable to an increase in accumulated comprehensive income of $262 thousand and net income during the three months ended March 31, 2015 of $914 thousand.
Asset Quality
As of March 31, 2015, nonperforming assets decreased to $13.0 million, or 2.64% of total assets, compared to $13.2 million, or 2.71% of total assets, as of December 31, 2014.
[tables deleted]
Nonperforming loans remained relatively flat with a slight decrease of $207 thousand to $9.0 million as of March 31, 2015, from $9.2 million as of December 31, 2014. Total loans past due 30-89 days, still accruing interest, were $946 thousand as of March 31, 2015 compared to $6.8 million as of December 31, 2014. This decrease was primarily due to one large commercial real estate loan that was between 30-59 days past due as of December 31, 2014 which became current at the beginning of 2015, as well as continued general improvements in asset quality during the three months ended March 31, 2015.
Operating Results
Total interest income remained relatively flat at $5.1 million for the three months ended March 31, 2015 and 2014. There was a decrease in average loan balances of $2.5 million offset by an increase in the average yield on loans to 5.08% for the three months ended March 31, 2015 compared to 5.03% for the three months ended March 31, 2014. The increase in the loan yield was driven by the decrease in nonperforming loans as well as an increase in accretion recognized on acquired loans of approximately $33 thousand when compared to the same period in the prior year.
Interest expense decreased by $110 thousand to $742 thousand for the three months ended March 31, 2015, when compared to $852 thousand for the three months ended March 31, 2014. The average cost of interest-bearing liabilities decreased 7 basis points to 0.88% for the three months ended March 31, 2015 compared to 0.95% for the same period in 2014. The overall decrease in the average cost of interest-bearing deposits reflects an ongoing reduction in interest rates paid on deposits as a result of the re-pricing activities in the current low interest rate environment.
There was no provision for loan loss expense for the three months ended March 31, 2015 or 2014. The Company recorded net charge-offs of $6 thousand for the three months ended March 31, 2015, compared to $0.7 million for the three months ended March 31, 2014. Although the Companyโs overall asset quality, as well as the economy in the markets served, is moving in a positive direction, management does not yet view this as a trend and will continue to monitor these metrics until such time as the trends are considered to be sustainable.
Noninterest income remained relatively flat at $373 thousand for the three months ended March 31, 2015, compared to $377 thousand for the three months ended March 31, 2014.
Noninterest expense decreased to $3.8 million for the three months ended March 31, 2015, compared to $4.6 million for the three months ended March 31, 2014. This decrease was largely due to a decrease in salaries and employee benefits of $569 thousand, mainly due to the two reductions in the workforce that occurred as a result of the Companyโs re-engineering efforts in 2014 during the second and fourth quarters. In addition, there was a decrease of $92 thousand for occupancy and equipment, $22 thousand for director fees and $163 thousand for loan expenses as a result of the Companyโs continued execution of its ongoing strategy to reduce problem assets. The remainder of the components of noninterest expense remained relatively flat period-over-period.
Income tax expense increased to $14 thousand for the three months ended March 31, 2015 compared to none in the same period of the prior year. This was the result of Alternative Minimum Taxes. The Company recorded a full valuation allowance against its deferred taxes as of December 31, 2011. Based on an analysis performed as of March 31, 2015, it was determined that the need for a full valuation allowance still existed.
On a per common share basis, the Company had earnings per share of $0.16 for the three months ended March 31, 2015, compared to earnings per share of $0.00 for the same period in the prior year.
โOur talented and dedicated employees have endured difficult challenges in recent years but they have continued to serve our customers and community in an extraordinary manner,โ stated Kendall L. Spencer, President and CEO of the Company. Mr. Spencer went on to say, โThe first quarter results are reflective of executing our loan and deposit growth strategies, as well as the ongoing improvement in asset quality and the benefits reaped from our 2014 re-engineering initiatives.โ
The Company
Jacksonville Bancorp, Inc., a bank holding company, is the parent of The Jacksonville Bank, a Florida state-chartered bank focusing on the Northeast Florida market with approximately $491.1 million in assets and eight full-service branches in Jacksonville and Jacksonville Beach, Duval County, Florida, as well as our virtual branch. The Jacksonville Bank opened for business on May 28, 1999 and provides a variety of community banking services to businesses and individuals in the greater Jacksonville area of Northeast Florida. More information is available at its website at www.jaxbank.com.
http://www.sec.gov/Archives/edgar/data/1071264/000114036115017693/ex99_1.htm
norweger1979
10 years ago
JACKSONVILLE BANCORP ANNOUNCES
2014 THIRD QUARTER EARNINGS
JACKSONVILLE, FLA., November 7, 2014/ -- Jacksonville Bancorp, Inc. (the โCompanyโ) (NASDAQ: JAXB), holding company for The Jacksonville Bank (the โBankโ), announced today net income for the three months ended September 30, 2014 of $808 thousand compared to net income of $147 thousand for the three months ended September 30, 2013. For the nine months ended September 30, 2014, the Company recorded net income of $1.3 million, compared to $375 thousand for the same period in the prior year. Book value and tangible book value per common share as of September 30, 2014 were $6.26 and $6.15, respectively.
Balance Sheet Overview
Total assets were $510.5 million as of September 30, 2014, compared to $514.5 million as of September 30, 2013. The decrease in total assets was largely due to a decrease in net loans of $10.5 million, a decrease in securities available-for-sale of $5.8 million, a decrease in other real estate owned (โOREOโ) of $3.8 million and a decrease in bank-owned life insurance of $1.1 million. These amounts were offset by an increase in cash and cash equivalents of $18.3 million.
Total assets increased $3.2 million, or 0.63%, from $507.3 million as of December 31, 2013 to $510.5 million as of September 30, 2014. The increase was driven by an increase in cash and cash equivalents in the amount of $13.9 million and other real estate owned of $1.5 million. These amounts were offset by a decrease in net loans of $9.1 million, a decrease in securities available-for-sale of $2.3 million and a decrease in bank-owned life insurance of $1.1 million.
Total deposits were $438.4 million as of September 30, 2014, a decrease of $2.0 million compared to total deposits of $440.4 million as of September 30, 2013. The decrease was driven primarily by:
The time deposit portfolio decreased by $30.5 million, or 20.3%, driven primarily by a $23.6 million reduction in local CDs, $2.2 million in brokered CDs and national CDs of $4.8 million.
Noninterest-bearing deposits increased $15.4 million, or 15.7%, to $113.4 million.
Money market, NOW and savings deposits increased $13.2 million, or 6.9%, largely due to one large temporary escrow account that the Company anticipates will disperse funds in the last quarter of 2014.
Total deposits increased by $3.4 million, or 0.78%, during the nine months ended September 30, 2014, from $435.0 million as of December 31, 2013 to $438.4 million as of September 30, 2014. The increase was driven primarily by:
Noninterest-bearing deposits increased $12.7 million, or 12.6%, to $113.4 million. This represents 25.9% of total deposits as of September 30, 2014.
Money market, NOW and savings deposits increased $16.9 million, or 9.0%, largely due to one large temporary escrow account that the Company anticipates will disperse funds in the last quarter of 2014.
The time deposit portfolio decreased by $26.2 million, or 17.9%, driven primarily by a $19.5 million reduction in local CDs, $2.2 million in brokered CDs and national CDs of $4.5 million.
______________________________
All share and per share amounts reflect the common equity 1-for-20 reverse stock split completed in October 2013.
1
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Asset Quality
As of September 30, 2014, nonperforming assets decreased to $18.7 million, or 3.67% of total assets, compared to $24.0 million, or 4.66% of total assets, as of September 30, 2013.
CC
23,954
Allowance for loan losses
$
(15,170
)
$
(14,616
)
$
(15,104
)
$
(15,760
)
$
(16,974
)
Allowance for loan losses as a percentage of NPL's
107.36
%
78.03
%
91.10
%
92.66
%
109.40
%
Nonperforming loans as a percentage of gross loans
3.92
%
5.08
%
4.37
%
4.59
%
4.16
%
Total nonperforming assets as a percentage of total assets
3.67
%
4.60
%
4.05
%
3.95
%
4.66
%
Total past due loans
$
8,342
$
13,835
$
14,767
$
19,460
$
19,793
Loans past due 30-89 days,still accruing interest
$
637
$
1,294
$
2,922
$
5,857
$
7,976
_______________________________
(1)
Total nonperforming loans (โNPLโsโ) include loans on nonaccrual and loans past due over 90 days still on accrual.
As of September 30, 2014, nonperforming loans decreased $1.4 million when compared to September 30, 2013 and $2.9 million when compared to December 31, 2013. The decrease in nonperforming loans was due to one large loanโs return to accrual, charge-offs (both partial and full) on impaired loans that were largely specifically reserved for as of December 31, 2013, as well as several impaired loans that were paid off during the year. This was offset by a few large commercial real estate relationships that went on nonaccrual in the first nine months of 2014.
Total past due loans were $8.3 million as of September 30, 2014, compared to $19.5 million as of December 31, 2013. The decrease is indicative of improvements in our customersโ ability to repay. Although a loan may no longer be considered past due, it may remain a nonperforming loan until such time as future payments are reasonably assured. Total loans past due 30-89 days, still accruing interest, were $637 thousand as of September 30, 2014 compared to $5.9 million as of December 31, 2013. The decrease was due to a few large commercial real estate relationships noted above moving from performing to nonperforming loan status or to OREO in the first nine months of 2014.
The allowance for loan losses was 4.20% of total loans as of September 30, 2014, compared to 4.55% of total loans as of September 30, 2013 with an allowance for loan losses as a percentage of NPLโs of 107.36% as of September 30, 2014. The allowance for loan losses decreased by $590 thousand during the nine months ended September 30, 2014 to $15.2 million compared to $15.8 million as of December 31, 2013. The decrease in the allowance for loan losses as of September 30, 2014 compared to December 31, 2013 was driven primarily by an overall decrease in the historical loss component used in loans collectively evaluated for impairment and an overall decrease in the total loans collectively evaluated for impairment. In addition, specific reserves decreased slightly as balances on impaired loans have decreased from December 31, 2013 to September 30, 2014.
Operating Results
Total interest income decreased $354 thousand to $5.3 million for the three months ended September 30, 2014, compared to the same period in 2013. This decrease was primarily driven by a decrease in average earning assets, in particular, average loan balances which declined by $14.3 million when compared to the same period in the prior year. The average yield on loans decreased to 5.28% for the three months ended September 30, 2014, compared to 5.39% for the three months ended September 30, 2013.
Total interest income decreased $1.9 million for the nine months ended September 30, 2014 when compared to the same period in 2013. This decrease was primarily driven by the decrease in average loan balances and a decrease in the average yield on loans to 5.26% for the nine months ended September 30, 2014 compared to 5.63% for the nine months ended September 30, 2013. The decrease in the loan yield was driven by a decrease in accretion recognized on acquired loans of approximately $453 thousand as well as a slight decrease in the core average yield earned on loans.
Interest expense decreased by $242 thousand and $780 thousand for the three and nine months ended September 30, 2014, respectively, when compared to the same periods in the prior year. The average cost of interest-bearing liabilities decreased to 0.88% and 0.92% for the three and nine months ended September 30, 2014 compared to 1.06% and 1.10% for the three and nine months ended September 30, 2013, respectively. The overall decrease in the average cost of interest-bearing deposits reflects an ongoing reduction in interest rates paid on deposits as a result of the re-pricing activities in the current low interest rate environment.
_______________________________
All share and per share amounts reflect the common equity 1-for-20 reverse stock split completed in October 2013.
2
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The net interest margin increased by 8 basis points to 3.74% from 3.66%, when comparing the third quarter of 2014 to the same period in the prior year. This increase was driven by the decrease in the average cost of interest-bearing liabilities which outpaced the decrease in the average yield on interest-bearing assets. The average yield on interest-bearing assets benefitted by accretion recognized on a large acquired loan that was paid off in the third quarter of 2014.
The net interest margin decreased by 7 basis points to 3.77% from 3.84%, when comparing the first nine months of 2014 to the same period in the prior year. This decrease was mainly due to the decrease in average cost of interest-bearing liabilities, offset by the decrease in accretion recognized on acquired loans as discussed above.
The provision for loan loss expense for the three and nine months ended September 30, 2014 was $0 and $287 thousand, respectively, as compared to a provision for loan loss expense of $367 thousand and $100 thousand for the three and nine months ended September 30, 2013, respectively. The increase in the provision for loan losses is due to an increase in the reserves required on loans individually evaluated for impairment. This was offset by a decrease in the reserves required on loans collectively evaluated for impairment.
Noninterest income was $867 thousand and $1.6 million for the three and nine months ended September 30, 2014, respectively, compared to $761 thousand and $1.6 million for the three and nine months ended September 30, 2013, respectively. Included in the prior year other income was realized gains from the sale of investment securities of $391 thousand and $437 thousand for the three and nine months ended September 30, 2013, respectively. No such sales occurred during the three and nine months ended September 30, 2014. For the three and nine months ended September 30, 2014, the Company recorded a gain of $489 thousand from bank-owned life insurance due to life insurance benefits received in excess of cash surrender value from the death of a former employee.
Noninterest expense decreased to $4.5 million for the three months ended September 30, 2014, compared to $4.8 million for the three months ended September 30, 2013. This decrease was mainly due to a reduction in salaries and employee benefits of $233 thousand and other real estate owned expense of $111 thousand. The remainder of the components of noninterest expense remained relatively flat when compared to the same period in the prior year.
Noninterest expense decreased to $13.4 million for the nine months ended September 30, 2014, compared to $15.6 million for the nine months ended September 30, 2013. This decrease was due to a decrease in professional fees of $0.4 million, mainly related to audit and legal fees that were higher in the nine-month period in 2013 as a result of the special shareholdersโ meeting held in the first quarter of 2013. In addition, there was a decrease of $1.1 million for OREO and $438 thousand for loan expenses as a result of the Companyโs execution of its strategy to reduce problem assets. The remainder of the components of noninterest expense remained relatively flat period-over-period.
Income tax expense increased to $20 thousand for the nine months ended September 30, 2014, compared to none for the same period in 2013. This was a result of Alternative Minimum Taxes. The Company recorded a full valuation allowance against its deferred taxes as of December 31, 2011. Based on an analysis performed as of September 30, 2014, it was determined that the need for a full valuation allowance still existed.
On a per common share basis, the Company had net income available to common shareholders of $0.14 and $0.23 for the three and nine months ended September 30, 2014, compared to net income (loss) available to common shareholders of $0.03 and $(7.06) for the same periods in the prior year.
โThe solid execution of our strategy is reflected in our ability to achieve operational efficiencies, ongoing asset quality improvement and stabilization in our balance sheet,โ said Chief Executive Officer Kendall L. Spencer. โWe have turned the corner and remain committed to the community banking model that has served us well over the years and supports an operating strategy that meets the needs of our community, employees and investors.โ
_______________________________
All share and per share amounts reflect the common equity 1-for-20 reverse stock split completed in October 2013.
3
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SUBSEQUENT EVENTS
As previously disclosed in May 2014, the Company began implementing a restructuring plan in order to better align the Companyโs and the Bankโs processes and procedures with the best industry practices and standards. As part of that plan, on October 22, 2014, the Company implemented a second reduction in the Bankโs workforce eliminating an additional 14 positions and affecting eight employees, or approximately 10% of the workforce. This action was approved by the Companyโs board of directors on August 13, 2014. The Company estimates it will incur approximately $60 thousand in restructuring expenses in connection with this workforce reduction, consisting of severance benefits and other employee-related costs. The $60 thousand in estimated costs is expected to be recognized as a one-time charge in the fourth quarter. As a result of this second reduction, the total restructuring plan has resulted in the elimination of 32.5 positions at the Bank, or approximately 30% of the workforce and total restructuring costs of $111 thousand.
The Company
Jacksonville Bancorp, Inc., a bank holding company, is the parent of The Jacksonville Bank, a Florida state-chartered bank focusing on the Northeast Florida market with approximately $510.5 million in assets and eight full-service branches in Jacksonville and Jacksonville Beach, Duval County, Florida, as well as our virtual branch. The Jacksonville Bank opened for business on May 28, 1999 and provides a variety of community banking services to businesses and individuals in the greater Jacksonville area of Northeast Florida. More information is available at its website at www.jaxbank.com.
The statements contained in this press release, other than historical information, are forward-looking statements, which involve risks, assumptions and uncertainties. The risks, uncertainties and factors affecting actual results include but are not limited to: our ability to dispose of substandard assets and the disposition prices thereof; economic and political conditions, especially in North Florida; real estate prices and sales in the Companyโs markets; competitive circumstances; bank regulation, legislation, accounting principles and monetary policies; the interest rate environment; efforts to increase our capital and reduce our nonperforming assets; and technological changes. The Companyโs actual results may differ significantly from the results discussed in forward-looking statements. Investors are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. The Company does not undertake, and specifically disclaims, any obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Additional information regarding risk factors can be found in the Companyโs filings with the Securities and Exchange Commission, including the Companyโs Annual Report on Form 10-K for the year ended December 31, 2013, which is incorporated herein by reference.
Contact Valerie Kendall at 904-421-3051 for additional information.
for details see filed 8k
Enterprising Investor
10 years ago
Jacksonville Bancorp Announces 2014 Second Quarter Earnings (8/08/14)
JACKSONVILLE, FLA., August 8, 2014/ -- Jacksonville Bancorp, Inc. (the โCompanyโ) (NASDAQ: JAXB), holding company for The Jacksonville Bank (the โBankโ), announced today net income for the three months ended June 30, 2014 of $507 thousand compared to net income of $29 thousand for the three months ended June 30, 2013. For the six months ended June 30, 2014, the Company recorded net income of $533 thousand, compared to $228 thousand for the same period in the prior year. Book value and tangible book value per common share as of June 30, 2014 were $6.13 and $6.01, respectively.
Balance Sheet Overview
Total assets were $494.6 million as of June 30, 2014, compared to $522.4 million as of June 30, 2013. The decrease in total assets was largely due to a decrease in cash and cash equivalents of $12.7 million, a decrease in net loans of $10.7 million, a decrease in other real estate owned of $5.1 million and a decrease in securities available-for-sale of $1.1 million. These amounts were offset by an increase in bank-owned life insurance of $3.2 million.
Total assets decreased $12.7 million, or 2.49%, from $507.3 million as of December 31, 2013 to $494.6 million as of June 30, 2014. The decrease was driven by cash and cash equivalents in the amount of $10.2 million, a decrease in securities available-for-sale of $2.6 million and a decrease in net loans of $648 thousand. These amounts were offset by an increase in other real estate owned of $0.9 million during the six months ended June 30, 2014.
Total deposits were $420.9 million as of June 30, 2014, a decrease of $28.4 million compared to total deposits of $449.3 million as of June 30, 2013. The decrease was driven primarily by:
· Noninterest-bearing deposits of $1.4 million, or 1.37%;
· Money market, NOW and savings deposits of $4.9 million, or 2.62%, due to the strategic decision to not aggressively price this product in our local market; and
· The time deposit portfolio of $22.0 million, or 14.16%, driven primarily by a $21.7 million reduction in local CDs and $1.1 million in brokered CDs. This was offset by a slight increase in national CDs of $0.8 million.
Total deposits decreased by $14.1 million, or 3.24%, during the six months ended June 30, 2014, from $435.0 million as of December 31, 2013 to $420.9 million as of June 30, 2014. The decrease was driven primarily by:
· Money market, NOW and savings deposits of $4.3 million, or 2.31%, due to the strategic decision to not aggressively price this product in our local market;
· The time deposit portfolio of $12.7 million, or 8.7%, driven primarily by a $16.4 million reduction in local CDs and $1.1 million in brokered CDs. This was offset by an increase in national CDs of $4.8 million; and
· An increase in noninterest-bearing deposits of $3.0 million, or 2.93%, to $103.7 million. This represents 24.65% of total deposits as of June 30, 2014.
(All share and per share amounts reflect the common equity 1-for-20 reverse stock split completed in October 2013.)
As of June 30, 2014, nonperforming loans increased $1.8 million when compared to June 30, 2013 and $1.7 million when compared to December 31, 2014. The increase in nonperforming loans was primarily due to a few large commercial real estate relationships that went on nonaccrual in the first half of 2014. This was slightly offset by one large loanโs return to accrual, charge-offs (both partial and full) on impaired loans that were largely specifically reserved for as of December 31, 2013, as well as several impaired loans that were paid off in the first half of 2014.
Total past due loans were $13.8 million as of June 30, 2014 compared to $19.5 million as of December 31, 2013. The decrease is indicative of improvements in our customerโs ability to repay. Although a loan may no longer be considered past due, it may remain a nonperforming loan until such time as future payments are reasonably assured. Total loans past due 30-89 days, still accruing interest, were $1.3 million as of June 30, 2014 compared to $5.9 million as of December 31, 2013. The decrease is due to the commercial real estate relationships noted above moving from performing to nonperforming loan status in the first half of 2014.
The allowance for loan losses was 3.97% of total loans as of June 30, 2014, compared to 4.53% of total loans as of June 30, 2013. The allowance for loan losses decreased by $1.1 million during the six months ended June 30, 2014, amounting to $14.6 million as of June 30, 2014 as compared to $15.7 million as of December 31, 2013. The decrease in the allowance for loan losses as of June 30, 2014 compared to December 31, 2013 was driven primarily by an overall decrease in the historical loss component used in loans collectively evaluated for impairment coupled with an overall decrease in the total loans collectively evaluated for impairment. This was offset slightly by specific reserves required for a few commercial real estate loans that became impaired in the first half of 2014.
Operating Results
Total interest income decreased $0.3 million and to $5.5 million for the three months ended June 30, 2014 compared to the same period in 2013. This decrease was primarily driven by a decrease in average earning assets, in particular, average loan balances which declined by $15.7 million when compared to the same period in the prior year. The average yield on loans remained flat for the three months ended June 30, 2014 and 2013 at 5.46% for both periods.
Total interest income decreased $1.5 million for the six months ended June 30, 2014 when compared to the same period in 2013. This decrease was primarily driven by the decrease in average loan balances and a decrease in the average yield on loans to 5.25% for the six months ended June 30, 2014 compared to 5.75% for the six months ended June 30, 2013. The decrease in the loan yield was driven by a decrease in accretion recognized on acquired loans of approximately $0.5 million as well as a slight decrease in the core average yield earned on loans.
Interest expense decreased by $0.3 million and $0.5 million for the three and six months ended June 30, 2014, respectively, when compared to the same periods in the prior year. The average cost of interest-bearing liabilities decreased to 0.93% and 0.94% for the three and six months ended June 30, 2014 compared to 1.13% and 1.12% for the three and six months ended June 30, 2013, respectively. The overall decrease in the average cost of interest-bearing deposits reflects an ongoing reduction in interest rates paid on deposits as a result of the re-pricing activities in the current low interest rate environment.
Net interest margin increased by 17 basis points to 3.95% from 3.78% when comparing the second quarter of 2014 to the same period in the prior year. This increase was driven by the decrease in the average cost of interest-bearing liabilities while the average yield on interest-bearing assets remained relatively flat as a result of accretion recognized on a large acquired loan that was paid off in the second quarter of 2014.
Net interest margin decreased by 15 basis points to 3.78% from 3.93%, when comparing the first six months of 2014 to the same period in the prior year. This decrease was mainly due to the decrease in accretion recognized on acquired loans as discussed above, offset by a decrease in the average cost of interest-bearing liabilities.
The provision for loan loss expense for the three and six months ended June 30, 2014 was $0.3 million as compared to a provision for loan loss benefit of $0.5 million and $0.3 million for the three and six months ended June 30, 2013, respectively. The increase in the provision for loan losses is due to an increase in the reserves required on loans individually evaluated for impairment. This is offset slightly by a decrease in the reserves required on loans collectively evaluated for impairment.
Noninterest income was $379 thousand and $756 thousand for the three and six months ended June 30, 2014, respectively, compared to $377 thousand and $801 thousand for the three and six months ended June 30, 2013, respectively. Included in the prior year other income were realized gains from the sale of investment securities of $9 thousand and $46 thousand for the three and six months ended June 30, 2013, respectively. No such sales occurred during the three and six months ended June 30, 2014.
Noninterest expense decreased to $4.3 million for the three months ended June 30, 2014, compared to $5.5 million for the three months ended June 30, 2013. This decrease was mainly due a reduction in other real estate owned expense of $0.8 million, loan expenses of $0.3 million and professional fees of $0.2 million. The remainder of the components of noninterest expense remained relatively flat when compared to the same period in the prior year.
Noninterest expense decreased to $8.9 million for the six months ended June 30, 2014, compared to $10.8 million for the six months ended June 30, 2013. This decrease was due to a decrease in professional fees of $0.4 million, mainly related to audit and legal fees that were higher in the first half of 2013 as a result of the special shareholdersโ meeting held in the first quarter of 2013. In addition, there was a decrease of $1.6 million for OREO and loan expenses as a result of the Companyโs execution of its strategy to reduce problem assets. The remainder of the components of noninterest expense remained relatively flat period-over-period.
There was no income tax benefit (expense) recorded during the three and six months ended June 30, 2014 or 2013. Based on an analysis performed as of June 30, 2014, it was determined that the need for a full valuation allowance still existed.
On a per common share basis, the Company had net income available to common shareholders of $0.09 and $0.09 for the three and six months ended June 30, 2014, compared to net income (loss) available to common shareholders of $0.01 and $(7.93) for the same periods in the prior year.
โWe continue to execute a clear strategy and remain encouraged by the ongoing economic improvement in the Northeast Florida market,โ said Chief Executive Officer Kendall L. Spencer. โWhile disappointed in the slight uptick in non-performing assets, we are extremely encouraged about the significant reduction in past due loans which is a clear indication of the health of our customers and their ability to service their loans. Our core earnings are stabilized and momentum is building as we continue to focus on earning opportunities and strong expense controls.โ
Recent Events
On May 15, 2014, the Company announced a reduction in workforce of approximately 16%. Affected employees were provided comprehensive benefit packages that will be paid out in the third quarter of 2014. Costs associated with the reduction in workforce were fully accrued for as of June 30, 2014 at $48 thousand. This action occurred to better align the Companyโs processes and procedures with the best industry practices and standards.
On June 2, 2014, Margaret A. Incandela, resigned as Executive Vice President and Chief Credit Officer of the Company and the Bank effective August 29, 2014. The Company is currently conducting a search for her replacement.
The Company
Jacksonville Bancorp, Inc., a bank holding company, is the parent of The Jacksonville Bank, a Florida state-chartered bank focusing on the Northeast Florida market with approximately $494.6 million in assets and eight full-service branches in Jacksonville and Jacksonville Beach, Duval County, Florida, as well as our virtual branch. The Jacksonville Bank opened for business on May 28, 1999 and provides a variety of community banking services to businesses and individuals in the greater Jacksonville area of Northeast Florida. More information is available at its website at www.jaxbank.com.
http://www.sec.gov/Archives/edgar/data/1071264/000114036114031416/ex99_1.htm
Enterprising Investor
11 years ago
Jacksonville Bancorp, Inc. Announces Organizational Changes (12/10/13)
JACKSONVILLE, Fla., Dec. 10, 2013 /PRNewswire/ -- Jacksonville Bancorp, Inc. (the "Company") (NASDAQ: JAXB), holding company for The Jacksonville Bank (the "Bank"), announced today that Kendall L. Spencer was appointed as President and Chief Executive Officer of the Company. Mr. Spencer was also appointed as a director of the Company and, subject to regulatory approval, will serve as the Chief Executive Officer and a director of the Bank.
Mr. Spencer, age 61, has over 30 years of executive and senior level commercial bank leadership and management experience. In 2013 and prior to joining the Company, Mr. Spencer was the Executive Vice President and Senior Commercial Banker of Florida Citizens Bank. In these capacities, Mr. Spencer led and managed commercial, consumer and mortgage lending, credit and loan operations as well as provided strategic evaluation and planning for the executive management team and board of directors. His professional background also includes various management positions, including the State President of Mercantile Bank, Corporate Executive Vice President and Director of Business Banking for Barnett Bank, Inc., as well as President of various community and regional Barnett Banks within the state of Florida. Most recently, he has consulted and overseen several strategic evaluation projects with local banks as well as provided litigation support as a bank expert in lending-liability lawsuits. Mr. Spencer also serves on the board of Family First and Jacksonville City Rescue Mission. He holds a B.S. in Finance from the University of Florida and has post-graduate professional education from the Stonier Graduate School of Banking at the University of Delaware and North Dakota State University.
Mr. Spencer's advanced leadership skills and commercial banking expertise as well as additional proficiencies in strategic financial planning and execution of operational initiatives are well-suited to the Company and the Bank and will complement the current board of directors' collective knowledge and experience.
As previously disclosed in the Company's filings, Donald F. Glisson, Jr., Chairman of the Board of the Company, was appointed to serve as the Company's principal executive officer on an interim basis, until a new President and Chief Executive Officer was elected. In conjunction with the appointment of Mr. Spencer, the Company also announced that Mr. Glisson was named Executive Chairman of the Company, effective as of the same date. With regards to Mr. Spencer's appointment, Mr. Glisson stated, "We are extremely proud to have an executive with Kendall's background and experience join our company. Kendall possesses the skills and knowledge we were seeking in our CEO, as well as the values and ethics we expect from every single team member. I am excited to begin my new role as Executive Chairman and together with our management team look forward to taking the Company to the next level."
Jacksonville Bancorp, Inc., a bank holding company, is the parent of The Jacksonville Bank, a Florida state-chartered bank focusing on the Northeast Florida market with approximately $514.5 million in assets and eight full-service branches in Jacksonville and Jacksonville Beach, Duval County, Florida, as well as our virtual branch. The Jacksonville Bank opened for business on May 28, 1999 and provides a variety of community banking services to businesses and individuals in Jacksonville, Florida. More information is available at its website at www.jaxbank.com.
http://www.prnewswire.com/news-releases/jacksonville-bancorp-inc-announces-organizational-changes-235237491.html