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): October 26, 2023

RIVERVIEW BANCORP, INC.
(Exact name of registrant as specified in its charter)

 
Washington
 
000-22957
 
91-1838969
 
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)

 
900 Washington Street, Suite 900, Vancouver, Washington
 
98660
 
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code:  (360) 693-6650

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 Act:
Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered
Common Stock, Par Value $0.01 per share
 
RVSB
 
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 1934 (§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 October 26, 2023, Riverview Bancorp, Inc. issued its earnings release for the quarter ended September 30, 2023. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01  Financial Statements and Exhibits.

(d) Exhibits

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

















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.

 
RIVERVIEW BANCORP, INC.
 
 
 
 
Date:  October 30, 2023
/S/ David Lam                            
 
David Lam
Chief Financial Officer
(Principal Financial Officer)


















Exhibit 99.1


Contact:      Dan Cox or David Lam
                    Riverview Bancorp, Inc. 360-693-6650


Riverview Bancorp Earns $2.5 Million in Second Fiscal Quarter 2024

Vancouver, WA – October 26, 2023 - Riverview Bancorp, Inc. (Nasdaq GSM: RVSB) (“Riverview” or the “Company”) today reported earnings of $2.5 million, or $0.12 per diluted share, in the second fiscal quarter ended September 30, 2023, compared to $2.8 million, or $0.13 per diluted share, in the first fiscal quarter ended June 30, 2023, and $5.2 million, or $0.24 per diluted share, in the second fiscal quarter a year ago.
In the first six months of fiscal 2024, net income was $5.3 million, or $0.25 per diluted share, compared to $9.8 million, or $0.45 per diluted share, in the first six months of fiscal 2023.
“Our operating results for the second fiscal quarter of 2024 remained sound, as we continue to be impacted by higher interest expense on deposits and borrowings,” stated Dan Cox, Chief Operating Officer, Acting President and Chief Executive Officer. “The persistently high interest rate environment continues to present challenges to bank profitability throughout the country, including our operations. Loan growth was modest at 1.1%, or 4.5% annualized, and deposit balances remained relatively flat compared to the prior quarter end, as deposit runoff seems to have slowed. As we look to the second half of fiscal 2024, our priorities remain focused on taking care of our clients, while at the same time protecting our liquidity and capital position in this uncertain economic environment.”
Second Quarter Highlights (at or for the period ended September 30, 2023)

Net income was $2.5 million, or $0.12 per diluted share.
Net interest income was $9.9 million for the quarter, compared to $10.4 million in the preceding quarter and $13.4 million in the second fiscal quarter a year ago.
Net interest margin (“NIM”) was 2.63% for the quarter, compared to 2.79% in the preceding quarter and 3.30% for the year ago quarter.
Return on average assets was 0.62% and return on average equity was 6.33%.
Asset quality remained strong, with non-performing assets excluding government guaranteed loans (non-GAAP) at $198,000, or 0.01% of total assets at September 30, 2023.
Riverview recorded no provision for credit losses during the current quarter, the preceding quarter, or during the year ago quarter.
The allowance for credit losses was $15.3 million, or 1.51% of total loans.
Total loans were $1.02 billion at September 30, 2023, compared to $1.00 billion three months earlier and $1.01 billion one year earlier.
Total deposits were $1.24 billion, which was unchanged compared to three months earlier.
Riverview has approximately $206.5 million in available liquidity at September 30, 2023, including $152.1 million of borrowing capacity from Federal Home Loan Bank of Des Moines (“FHLB”) and $54.4 million from the Federal Reserve Bank of San Francisco (“FRB”). Riverview has access to but has yet to utilize the Federal Reserve Bank’s Bank Term Funding Program ("BTFP"). At September 30, 2023, the Bank had $143.2 million in outstanding FHLB borrowings.
The uninsured deposit ratio was 27.2% at September 30, 2023.


RVSB Second Quarter Fiscal 2024 Results
October 26, 2023
Page 2

Total risk-based capital ratio was 16.91% and Tier 1 leverage ratio was 10.74%.
Paid a quarterly cash dividend during the quarter of $0.06 per share.
Income Statement Review
Riverview’s net interest income was $9.9 million in the current quarter, compared to $10.4 million in the preceding quarter, and $13.4 million in the second fiscal quarter a year ago. The decrease in net interest income compared to the prior quarter was driven primarily by an increase in interest expense on deposits and borrowings due to rising interest rates. In the first six months of fiscal 2024, net interest income was $20.2 million, compared to $26.1 million in the first six months of fiscal 2023.
Riverview’s NIM was 2.63% for the second quarter of fiscal 2024, a 16 basis-point decrease compared to 2.79% in the preceding quarter and a 67 basis-point decrease compared to 3.30% in the second quarter of fiscal 2023. “The NIM contraction during the current quarter, compared to the prior quarter, was a result of higher interest expense due to increased rates on our deposit products and the interest expense related to our borrowings,” said David Lam, EVP and Chief Financial Officer. In the first six months of fiscal 2024, the net interest margin was 2.71% compared to 3.21% in the same period a year earlier.
Investment securities totaled $430.0 million at September 30, 2023, compared to $444.2 million at June 30, 2023, and $464.7 million at September 30, 2022. The average securities balances for the quarters ended September 30, 2023, June 30, 2023, and September 30, 2022, were $466.0 million, $476.1 million, and $473.4 million, respectively. The weighted average yields on securities balances for those same periods were 2.00%, 2.05%, and 1.89%, respectively. The duration of the investment portfolio at September 30, 2023 was approximately 4.9 years. The anticipated investment cashflows over the next twelve months is approximately $42.4 million.
Riverview’s yield on loans was stable at 4.51% during the second fiscal quarter, compared to 4.50% in the preceding quarter, and improved from 4.38% in the second fiscal quarter a year ago. Loan yields remain under pressure due to the concentration of fixed-rate loans in the Company’s portfolio. Deposit costs increased to 0.59% during the second fiscal quarter compared to 0.44% in the preceding quarter, and 0.09% in the second fiscal quarter a year ago.
Non-interest income increased to $3.4 million during the second fiscal quarter compared to $3.3 million in the preceding quarter and $3.1 million in the second fiscal quarter of 2023. Fees and service charges increased as a result of income from a fintech referral partnership. In the first six months of fiscal 2024, non-interest income was $6.7 million compared to $6.3 million in the same period a year ago.
Asset management fees were $1.3 million during the second fiscal quarter compared to $1.4 million in the preceding quarter, and $1.2 million in the second fiscal quarter a year ago. Riverview Trust Company’s assets under management were $875.7 million at September 30, 2023, compared to $901.6 million at June 30, 2023 and $752.4 million at September 30, 2022.
Non-interest expense was $10.1 million during the second quarter, compared to $10.0 million in the preceding quarter and $9.8 million in the second fiscal quarter a year ago. Salary and employee benefits were lower during the current quarter as a result of the reversal of certain equity incentives. Occupancy and depreciation costs increased during the quarter due to updates and modernization of Riverview’s facilities. Advertising costs were also higher as Riverview continues to promote brand recognition to attract new customers. The efficiency ratio was 76.1% for the second fiscal quarter compared to 73.1% in the preceding quarter and 59.2% in the second fiscal quarter a year ago. Year-to-date, non-interest expense was $20.1 million compared to $19.6 million in the first six months of fiscal 2023.
Return on average assets was 0.62% in the second quarter of fiscal 2024 compared to 0.72% in the preceding quarter. Return on average equity and return on average tangible equity (non-GAAP) were 6.33% and 7.68%, respectively, compared to 7.31% and 8.86%, respectively, for the prior quarter.


RVSB Second Quarter Fiscal 2024 Results
October 26, 2023
Page 3
 
Riverview’s effective tax rate for the second quarter of fiscal 2024 was 22.0%, compared to 22.4% for the preceding quarter and 23.2% for the year ago quarter.
Balance Sheet Review
Total loans increased to $1.02 billion at September 30, 2023, compared to $1.00 billion three months earlier and $1.01 billion a year earlier. Riverview’s loan pipeline was $62.7 million at September 30, 2023, compared to $75.8 million at the end of the prior quarter. New loan originations during the quarter totaled $39.5 million, compared to $20.3 million in the preceding quarter and $62.1 million in the second quarter a year ago.
Undisbursed construction loans totaled $49.9 million at September 30, 2023, compared to $45.3 million at June 30, 2023, with the majority of the undisbursed construction loans expected to fund over the next several quarters. Undisbursed homeowner association loans for the purpose of common area maintenance and repairs totaled $16.9 million at September 30, 2023, compared to $21.7 million at June 30, 2023. Revolving commercial business loan commitments totaled $62.2 million at September 30, 2023, compared to $62.5 million three months earlier. Utilization on these loans totaled 23.4% at September 30, 2023, compared to 27.0% at June 30, 2023. The weighted average rate on loan originations during the quarter was 7.06% compared to 6.53% in the preceding quarter.
The office building loan portfolio totaled $117.0 million at September 30, 2023 compared to $118.7 million a year ago. The average loan balance of this loan portfolio was $1.5 million and had an average loan-to-value ratio of 55.8% and an average debt service coverage ratio of 2.0.
Total deposits were $1.24 billion at September 30, 2023, which was nearly unchanged compared to June 30, 2023, and decreased compared to $1.49 billion a year ago. The decrease was attributed to deposit pricing pressures and customers seeking out higher yielding investment alternatives, including Riverview Trust Company’s money market accounts. Non-interest checking and interest checking accounts, as a percentage of total deposits, totaled 49.5% at September 30, 2023, compared to 50.1% at June 30, 2023 and 53.3% at September 30, 2022.
FHLB advances were $143.2 million at September 30, 2023 and were comprised of overnight advances and a short-term borrowing. This compared to $136.1 million at June 30, 2023 and no outstanding FHLB advances a year earlier. These FHLB advances were utilized to partially offset the decrease in deposit balances and to fund the increase in loans receivable. The BTFP was created by the Federal Reserve to support and make additional funding available to eligible depository institutions to help banks meet the needs of their depositors. Riverview has registered and is eligible to utilize the BTFP. Riverview does not intend to utilize the BTFP, but could do so should the need arise.
Shareholders’ equity was $152.0 million at September 30, 2023, compared to $154.1 million three months earlier and $147.2 million a year earlier. The decrease in shareholders’ equity at September 30, 2023, compared to the prior quarter was primarily due to a $3.2 million increase in accumulated other comprehensive loss related to an increase in the unrealized loss on available for sale securities, reflecting the increase in interest rates during the current quarter. Tangible book value per share (non-GAAP) was $5.90 at September 30, 2023, compared to $6.00 at June 30, 2023, and $5.56 at September 30, 2022. Riverview paid a quarterly cash dividend of $0.06 per share on October 23, 2023, to shareholders of record on October 12, 2023.
Credit Quality
In accordance with changes in generally accepted accounting principles, Riverview adopted the new credit loss accounting standard known as Current Expected Credit Loss (“CECL”) on April 1, 2023. Under CECL, the ACL is based on expected credit losses rather than on incurred losses. Adoption of CECL, which includes the ACL and allowance for unfunded loan commitments, resulted in a cumulative effect after-tax adjustment to stockholders’ equity as of April 1, 2023, of $53,000, which had no impact on earnings.
Asset quality remained stable, with non-performing loans, excluding SBA and USDA government guaranteed loans (“government guaranteed loans”) (non-GAAP), at $198,000 or 0.02% of total loans as of September 30, 2023, compared


RVSB Second Quarter Fiscal 2024 Results
October 26, 2023
Page 4

to $210,000, or 0.02% of total loans at June 30, 2023, and $248,000, or 0.02% of total loans at September 30, 2022. At September 30, 2023, there were no non-performing government guaranteed loans. At June 30, 2023, including government guaranteed loans, non-performing assets were $1.0 million, or 0.06% of total assets and $21.0 million, or 1.25% of total assets, at September 30, 2022. Previously, there were non-performing government guaranteed loans where payments had been delayed due to the servicing transfer of these loans between two third-party servicers. The service transfer has been completed as of September 30, 2023.
Riverview recorded net loan recoveries of $3,000 during the second fiscal quarter. This compared to net loan charge-offs of $8,000 for the preceding quarter. Riverview recorded no provision for credit losses for the second fiscal quarter, or for the preceding quarter.
Classified assets were $1.1 million at September 30, 2023 and June 30, 2023, compared to $6.6 million at September 30, 2022. The classified asset to total capital ratio was 0.6% at September 30, 2023 and June 30, 2023, and 3.8% a year earlier. Criticized assets increased to $35.1 million at September 30, 2023, compared to $24.5 million at June 30, 2023 and $980,000 at September 30, 2022. The increase in criticized assets during the current quarter was mainly due to two relationship downgrades that have plans in place to payoff outstanding loans or meet certain loan covenants. The Company does not believe this is a systemic credit issue.
The allowance for credit losses was $15.3 million at September 30, 2023 and June 30, 2023, and $14.6 million one year earlier. The allowance for credit losses represented 1.51% of total loans at September 30, 2023, compared to 1.53% at June 30, 2023, and 1.44% a year earlier. The allowance for credit losses to loans, net of government guaranteed loans  (non-GAAP), was 1.60% at September 30, 2023, compared to 1.62% at June 30, 2023, and 1.53% a year earlier.

Capital
Riverview continues to maintain capital levels well in excess of the regulatory requirements to be categorized as “well capitalized” with a total risk-based capital ratio of 16.91% and a Tier 1 leverage ratio of 10.74% at September 30, 2023. Tangible common equity to average tangible assets ratio (non-GAAP) was 8.01% at September 30, 2023.

Stock Repurchase Program
In November 2022, Riverview announced that its Board of Directors authorized the repurchase of up to $2.5 million of the Company’s outstanding shares in the open market, based on prevailing market prices, or in privately negotiated transactions, over a period beginning on November 28, 2022, and continuing until the earlier of the completion of the repurchase or May 28, 2023, depending upon market conditions. During the first fiscal quarter of fiscal year 2024, the Company repurchased 109,162 shares at an average price of $5.29 per share. As of May 5, 2023, Riverview had completed the full $2.5 million authorized, repurchasing 394,334 shares at an average price of $6.34 per share.

Non-GAAP Financial Measures
In addition to results presented in accordance with generally accepted accounting principles (“GAAP”), this press release contains certain non-GAAP financial measures. Management has presented these non-GAAP financial measures in this earnings release because it believes that they provide useful and comparative information to assess trends in Riverview's core operations reflected in the current quarter's results and facilitate the comparison of our performance with the performance of our peers. However, these non-GAAP financial measures are supplemental and are not a substitute for any analysis based on GAAP. Where applicable, comparable earnings information using GAAP financial measures is also presented. Because not all companies use the same calculations, our presentation may not be comparable to other similarly titled measures as calculated by other companies. For a reconciliation of these non-GAAP financial measures, see the tables below.



RVSB Second Quarter Fiscal 2024 Results
October 26, 2023
Page 5
 
Tangible shareholders' equity to tangible assets and tangible book value per share:
                   
                         
(Dollars in thousands)
 
September 30, 2023
   
June 30, 2023
   
September 30, 2022
   
March 31, 2023
 
                         
Shareholders' equity (GAAP)
 
$
152,039
   
$
154,066
   
$
147,162
   
$
155,239
 
Exclude: Goodwill
   
(27,076
)
   
(27,076
)
   
(27,076
)
   
(27,076
)
Exclude: Core deposit intangible, net
   
(325
)
   
(352
)
   
(437
)
   
(379
)
Tangible shareholders' equity (non-GAAP)
 
$
124,638
   
$
126,638
   
$
119,649
   
$
127,784
 
                                 
Total assets (GAAP)
 
$
1,583,733
   
$
1,582,817
   
$
1,684,898
   
$
1,589,712
 
Exclude: Goodwill
   
(27,076
)
   
(27,076
)
   
(27,076
)
   
(27,076
)
Exclude: Core deposit intangible, net
   
(325
)
   
(352
)
   
(437
)
   
(379
)
Tangible assets (non-GAAP)
 
$
1,556,332
   
$
1,555,389
   
$
1,657,385
   
$
1,562,257
 
                                 
Shareholders' equity to total assets (GAAP)
   
9.60
%
   
9.73
%
   
8.73
%
   
9.77
%
                                 
Tangible common equity to tangible assets (non-GAAP)
   
8.01
%
   
8.14
%
   
7.22
%
   
8.18
%
                                 
Shares outstanding
   
21,125,889
     
21,115,919
     
21,507,132
     
22,221,960
 
                                 
Book value per share (GAAP)
 
$
7.20
   
$
7.30
   
$
6.84
   
$
7.32
 
                                 
Tangible book value per share (non-GAAP)
 
$
5.90
   
$
6.00
   
$
5.56
   
$
6.02
 


Pre-tax, pre-provision income
                             
   
Three Months Ended
   
Six Months Ended
 
(Dollars in thousands)
 
September 30, 2023
   
June 30, 2023
   
September 30, 2022
   
September 30, 2023
   
September 30, 2022
 
                               
Net income (GAAP)
 
$
2,472
   
$
2,843
   
$
5,194
   
$
5,315
   
$
9,846
 
Include: Provision for income taxes
   
697
     
823
     
1,567
     
1,520
     
2,933
 
Include: Provision for credit losses
   
-
     
-
     
-
     
-
     
-
 
Pre-tax, pre-provision income (non-GAAP)
 
$
3,169
   
$
3,666
   
$
6,761
   
$
6,835
   
$
12,779
 


Allowance for credit losses reconciliation, excluding Government Guaranteed loans
                   
                         
(Dollars in thousands)
 
September 30, 2023
   
June 30, 2023
   
September 30, 2022
   
March 31, 2023
 
                         
Allowance for credit losses
 
$
15,346
   
$
15,343
   
$
14,552
   
$
15,309
 
                                 
Loans receivable (GAAP)
 
$
1,015,625
   
$
1,004,407
   
$
1,011,008
   
$
1,008,856
 
Exclude: Government Guaranteed loans
   
(53,572
)
   
(54,963
)
   
(59,009
)
   
(55,488
)
Loans receivable excluding Government Guaranteed loans
(non-GAAP)
 
$
962,053
   
$
949,444
   
$
951,999
   
$
953,368
 
                                 
Allowance for credit losses to loans receivable (GAAP)
   
1.51
%
   
1.53
%
   
1.44
%
   
1.52
%
                                 
Allowance for credit losses to loans receivable excluding
Government Guaranteed loans (non-GAAP)
   
1.60
%
   
1.62
%
   
1.53
%
   
1.61
%


Non-performing loans reconciliation, excluding Government Guaranteed Loans
             
                   
   
Three Months Ended
 
(Dollars in thousands)
 
September 30, 2023
   
June 30, 2023
   
September 30, 2022
 
                   
Non-performing loans (GAAP)
 
$
198
   
$
1,025
   
$
20,979
 
  Less: Non-performing Government Guaranteed loans
   
-
     
(815
)
   
(20,731
)
Adjusted non-performing loans excluding Government Guaranteed loans (non-GAAP)
 
$
198
   
$
210
   
$
248
 
                         
Non-performing loans to total loans (GAAP)
   
0.02
%
   
0.10
%
   
2.08
%
                         
Non-performing loans, excluding Government Guaranteed loans to total loans (non-GAAP)
   
0.02
%
   
0.02
%
   
0.02
%
                         
Non-performing loans to total assets (GAAP)
   
0.01
%
   
0.06
%
   
1.25
%
                         
Non-performing loans, excluding Government Guaranteed loans to total assets (non-GAAP)
   
0.01
%
   
0.01
%
   
0.01
%


RVSB Second Quarter Fiscal 2024 Results
October 26, 2023
Page 6

About Riverview
Riverview Bancorp, Inc. (www.riverviewbank.com) is headquartered in Vancouver, Washington – just north of Portland, Oregon, on the I-5 corridor. With assets of $1.58 billion at September 30, 2023, it is the parent company of the 100-year-old Riverview Bank, as well as Riverview Trust Company. The Bank offers true community banking services, focusing on providing the highest quality service and financial products to commercial and retail clients through 17 branches, including 13 in the Portland-Vancouver area, and 3 lending centers. For the past 10 years, Riverview has been named Best Bank by the readers of The Vancouver Business Journal and The Columbian.

“Safe Harbor” statement under the Private Securities Litigation Reform Act of 1995: This press release contains forward-looking statements which include statements with respect to our beliefs, plans, objectives, goals, expectations, assumptions, future economic performance and projections of financial items. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from the results anticipated or implied by our forward-looking statements, including, but not limited to: potential adverse impacts to economic conditions in our local market areas, other markets where the Company has lending relationships, or other aspects of the Company's business operations or financial markets, including, without limitation, as a result of employment levels, labor shortages and the effects of inflation, a potential recession, the failure of the U.S. Congress to increase the debt ceiling, or slowed economic growth caused by increasing political instability from acts of war including Russia’s invasion of Ukraine, as well as supply chain disruptions, recent bank failures and any governmental or societal responses thereto; the credit risks of lending activities, including changes in the level and trend of loan delinquencies and write-offs and changes in the Company’s allowance for credit losses and provision for credit losses that may be impacted by deterioration in the housing and commercial real estate markets; changes in the levels of general interest rates, and the relative differences between short and long-term interest rates, deposit interest rates, the Company’s net interest margin and funding sources; the transition away from London Interbank Offered Rate toward new interest rate benchmarks; fluctuations in the demand for loans, the number of unsold homes, land and other properties and fluctuations in real estate values in the Company’s market areas; secondary market conditions for loans and the Company’s ability to originate loans for sale and sell loans in the secondary market; results of examinations of the Bank by the Federal Deposit Insurance Corporation and the Washington State Department of Financial Institutions, Division of Banks, and of the Company by the Board of Governors of the Federal Reserve System, or other regulatory authorities, including the possibility that any such regulatory authority may, among other things, require the Company to increase its allowance for credit losses, write-down assets, reclassify its assets, change the Bank’s regulatory capital position or affect the Company’s ability to borrow funds or maintain or increase deposits, which could adversely affect its liquidity and earnings; legislative or regulatory changes that adversely affect the Company’s business including changes in banking, securities and tax law, and in regulatory policies and principles, or the interpretation of regulatory capital or other rules; the Company’s ability to attract and retain deposits; the unexpected outflow of uninsured deposits that may require us to sell investment securities at a loss; the Company’s ability to control operating costs and expenses; the use of estimates in determining fair value of certain of the Company’s assets, which estimates may prove to be incorrect and result in significant declines in valuation; difficulties in reducing risks associated with the loans on the Company’s consolidated balance sheet; staffing fluctuations in response to product demand or the implementation of corporate strategies that affect the Company’s workforce and potential associated charges; disruptions, security breaches or other adverse events, failures or interruptions in or attacks on our information technology systems or on the third-party vendors who perform several of our critical processing functions; the Company’s ability to retain key members of its senior management team; costs and effects of litigation, including settlements and judgments; the Company’s ability to implement its business strategies; the Company's ability to successfully integrate any assets, liabilities, customers, systems, and management personnel it may acquire into its operations and the Company's ability to realize related revenue synergies and cost savings within expected time frames; future goodwill impairment due to changes in Riverview’s business, changes in market conditions, or other factors; increased competitive pressures among financial services companies; changes in consumer spending, borrowing and savings habits; the availability of resources to address changes in laws, rules, or regulations or to respond to regulatory actions; the Company’s ability to pay dividends on its common stock; the quality and composition of our securities portfolio and the impact of and adverse changes in the securities markets, including market liquidity; inability of key third-party providers to perform their obligations to us; changes in accounting policies and practices, as may be adopted by the financial institution regulatory agencies or the Financial Accounting Standards Board, including additional guidance and interpretation on accounting issues and details of the implementation of new accounting standards; the effects of climate change, severe weather events, natural disasters, pandemics, epidemics and other public health crises, acts of war or terrorism, and other external events on our business; and other economic, competitive, governmental, regulatory, and technological factors affecting the Company’s operations, pricing, products and services, and the other risks described from time to time in our reports filed with and furnished to the U.S. Securities and Exchange Commission.
The Company cautions readers not to place undue reliance on any forward-looking statements. Moreover, you should treat these statements as speaking only as of the date they are made and based only on information then actually known to the Company. The Company does not undertake and specifically disclaims any obligation to revise any forward-looking statements included in this report or the reasons why actual results could differ from those contained in such statements, whether as a result of new information or to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements. These risks could cause our actual results for fiscal 2024 and beyond to differ materially from those expressed in any forward-looking statements by, or on behalf of, us and could negatively affect the Company’s consolidated financial condition and consolidated results of operations as well as its stock price performance.


RVSB Second Quarter Fiscal 2024 Results
October 26, 2023
Page 7

RIVERVIEW BANCORP, INC. AND SUBSIDIARY
                       
Consolidated Balance Sheets
                       
                         
(In thousands, except share data)  (Unaudited)
 
September 30, 2023
   
June 30, 2023
   
September 30, 2022
   
March 31, 2023
 
ASSETS
                       
                         
Cash (including interest-earning accounts of $18,147, $15,771,
 
$
30,853
   
$
29,947
   
$
114,183
   
$
22,044
 
$89,957 and $10,397)
                               
Certificate of deposits held for investment
   
-
     
-
     
249
     
249
 
Investment securities:
                               
Available for sale, at estimated fair value
   
193,984
     
204,319
     
213,708
     
211,499
 
Held to maturity, at amortized cost
   
236,018
     
239,853
     
251,016
     
243,843
 
Loans receivable (net of allowance for credit losses of $15,346,
                               
$15,343, $14,552, and $15,309)
   
1,000,279
     
989,064
     
996,456
     
993,547
 
Prepaid expenses and other assets
   
14,481
     
14,147
     
12,892
     
15,950
 
Accrued interest receivable
   
4,882
     
4,765
     
5,207
     
4,790
 
Federal Home Loan Bank stock, at cost
   
7,643
     
7,360
     
2,019
     
6,867
 
Premises and equipment, net
   
22,707
     
21,692
     
17,494
     
20,119
 
Financing lease right-of-use assets
   
1,240
     
1,259
     
1,317
     
1,278
 
Deferred income taxes, net
   
12,002
     
10,998
     
11,448
     
10,286
 
Goodwill
   
27,076
     
27,076
     
27,076
     
27,076
 
Core deposit intangible, net
   
325
     
352
     
437
     
379
 
Bank owned life insurance
   
32,243
     
31,985
     
31,396
     
31,785
 
                                 
TOTAL ASSETS
 
$
1,583,733
   
$
1,582,817
   
$
1,684,898
   
$
1,589,712
 
                                 
LIABILITIES AND SHAREHOLDERS' EQUITY
                               
                                 
LIABILITIES:
                               
Deposits
 
$
1,239,766
   
$
1,243,322
   
$
1,489,352
   
$
1,265,217
 
Accrued expenses and other liabilities
   
18,735
     
19,631
     
18,327
     
15,730
 
Advance payments by borrowers for taxes and insurance
   
878
     
574
     
925
     
625
 
Junior subordinated debentures
   
26,961
     
26,940
     
26,875
     
26,918
 
Federal Home Loan Bank advances
   
143,154
     
136,069
     
-
     
123,754
 
Finance lease liability
   
2,200
     
2,215
     
2,257
     
2,229
 
Total liabilities
   
1,431,694
     
1,428,751
     
1,537,736
     
1,434,473
 
                                 
SHAREHOLDERS' EQUITY:
                               
Serial preferred stock, $.01 par value; 250,000 authorized,
                               
issued and outstanding, none
   
-
     
-
     
-
     
-
 
Common stock, $.01 par value; 50,000,000 authorized,
                               
September 30, 2023 – 21,125,889 issued and outstanding;
                               
June 30, 2023 – 21,115,919 issued and outstanding;
   
211
     
211
     
214
     
212
 
September 30, 2022 – 21,507,132 issued and outstanding;
                               
March 31, 2023 – 21,221,960 issued and outstanding;
                               
Additional paid-in capital
   
54,963
     
55,016
     
57,233
     
55,511
 
Retained earnings
   
120,556
     
119,351
     
112,167
     
117,826
 
Accumulated other comprehensive loss
   
(23,691
)
   
(20,512
)
   
(22,452
)
   
(18,310
)
Total shareholders’ equity
   
152,039
     
154,066
     
147,162
     
155,239
 
                                 
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
 
$
1,583,733
   
$
1,582,817
   
$
1,684,898
   
$
1,589,712
 



RVSB Second Quarter Fiscal 2024 Results
October 26, 2023
Page 8

RIVERVIEW BANCORP, INC. AND SUBSIDIARY
                             
Consolidated Statements of Income
                             
   
Three Months Ended
   
Six Months Ended
 
(In thousands, except share data)   (Unaudited)
 
Sept. 30, 2023
   
June 30, 2023
   
Sept. 30, 2022
   
Sept. 30, 2023
   
Sept. 30, 2022
 
INTEREST INCOME:
                             
Interest and fees on loans receivable
 
$
11,433
   
$
11,210
   
$
11,068
   
$
22,643
   
$
21,965
 
Interest on investment securities - taxable
   
2,261
     
2,334
     
2,172
     
4,595
     
4,006
 
Interest on investment securities - nontaxable
   
65
     
66
     
65
     
131
     
131
 
Other interest and dividends
   
276
     
347
     
783
     
623
     
1,180
 
Total interest and dividend income
   
14,035
     
13,957
     
14,088
     
27,992
     
27,282
 
                                         
INTEREST EXPENSE:
                                       
Interest on deposits
   
1,832
     
1,373
     
327
     
3,205
     
608
 
Interest on borrowings
   
2,352
     
2,225
     
330
     
4,577
     
582
 
Total interest expense
   
4,184
     
3,598
     
657
     
7,782
     
1,190
 
Net interest income
   
9,851
     
10,359
     
13,431
     
20,210
     
26,092
 
Provision for credit losses
   
-
     
-
     
-
     
-
     
-
 
                                         
Net interest income after provision for credit losses
   
9,851
     
10,359
     
13,431
     
20,210
     
26,092
 
                                         
NON-INTEREST INCOME:
                                       
Fees and service charges
   
1,738
     
1,600
     
1,680
     
3,338
     
3,401
 
Asset management fees
   
1,273
     
1,381
     
1,162
     
2,654
     
2,322
 
Bank owned life insurance ("BOLI")
   
258
     
200
     
242
     
458
     
432
 
Other, net
   
138
     
104
     
50
     
242
     
105
 
Total non-interest income, net
   
3,407
     
3,285
     
3,134
     
6,692
     
6,260
 
                                         
NON-INTEREST EXPENSE:
                                       
Salaries and employee benefits
   
5,845
     
6,043
     
5,885
     
11,888
     
11,837
 
Occupancy and depreciation
   
1,649
     
1,583
     
1,550
     
3,232
     
3,064
 
Data processing
   
710
     
674
     
701
     
1,384
     
1,479
 
Amortization of core deposit intangible
   
27
     
27
     
29
     
54
     
58
 
Advertising and marketing
   
355
     
313
     
295
     
668
     
492
 
FDIC insurance premium
   
175
     
177
     
119
     
352
     
235
 
State and local taxes
   
233
     
226
     
218
     
459
     
409
 
Telecommunications
   
52
     
53
     
55
     
105
     
105
 
Professional fees
   
265
     
343
     
280
     
608
     
581
 
Other
   
778
     
539
     
672
     
1,317
     
1,313
 
Total non-interest expense
   
10,089
     
9,978
     
9,804
     
20,067
     
19,573
 
                                         
INCOME BEFORE INCOME TAXES
   
3,169
     
3,666
     
6,761
     
6,835
     
12,779
 
PROVISION FOR INCOME TAXES
   
697
     
823
     
1,567
     
1,520
     
2,933
 
NET INCOME
 
$
2,472
   
$
2,843
   
$
5,194
   
$
5,315
   
$
9,846
 
                                         
Earnings per common share:
                                       
Basic
 
$
0.12
   
$
0.13
   
$
0.24
   
$
0.25
   
$
0.45
 
Diluted
 
$
0.12
   
$
0.13
   
$
0.24
   
$
0.25
   
$
0.45
 
Weighted average number of common shares outstanding:
                                       
Basic
   
21,190,987
     
21,136,097
     
21,624,469
     
21,163,692
     
21,825,070
 
Diluted
   
21,191,309
     
21,141,184
     
21,633,886
     
21,166,383
     
21,834,501
 
 


RVSB Second Quarter Fiscal 2024 Results
October 26, 2023
Page 9

(Dollars in thousands)
 
At or for the three months ended
   
At or for the six months ended
 
   
Sept. 30, 2023
   
June 30, 2023
   
Sept. 30, 2022
   
Sept. 30, 2023
   
Sept. 30, 2022
 
AVERAGE BALANCES
                             
Average interest–earning assets
 
$
1,492,805
   
$
1,496,201
   
$
1,616,711
   
$
1,494,494
   
$
1,625,791
 
Average interest-bearing liabilities
   
1,022,044
     
1,013,649
     
1,029,183
     
1,017,870
     
1,042,919
 
Net average earning assets
   
470,761
     
482,552
     
587,528
     
476,624
     
582,872
 
Average loans
   
1,008,363
     
1,001,103
     
1,002,925
     
1,004,753
     
999,017
 
Average deposits
   
1,245,382
     
1,250,358
     
1,501,534
     
1,247,855
     
1,510,199
 
Average equity
   
155,443
     
156,460
     
155,123
     
155,949
     
155,876
 
Average tangible equity (non-GAAP)
   
128,026
     
129,015
     
127,597
     
128,518
     
128,335
 


ASSET QUALITY
 
Sept. 30, 2023
   
June 30, 2023
   
Sept. 30, 2022
 
                   
Non-performing loans
 
$
198
   
$
1,025
   
$
20,979
 
Non-performing loans excluding SBA Government Guarantee (non-GAAP)
   
198
     
210
     
248
 
Non-performing loans to total loans
   
0.02
%
   
0.10
%
   
2.08
%
Non-performing loans to total loans excluding SBA Government Guarantee (non-GAAP)
   
0.02
%
   
0.02
%
   
0.02
%
Real estate/repossessed assets owned
 
$
-
   
$
-
   
$
-
 
Non-performing assets
 
$
198
   
$
1,025
   
$
20,979
 
Non-performing assets excluding SBA Government Guarantee (non-GAAP)
   
198
     
210
     
248
 
Non-performing assets to total assets
   
0.01
%
   
0.06
%
   
1.25
%
Non-performing assets to total assets excluding SBA Government Guarantee (non-GAAP)
   
0.01
%
   
0.01
%
   
0.01
%
Net loan charge-offs (recoveries) in the quarter
 
$
(3
)
 
$
8
   
$
7
 
Net charge-offs (recoveries) in the quarter/average net loans
   
0.00
%
   
0.00
%
   
0.00
%
                         
Allowance for credit losses
 
$
15,346
   
$
15,343
   
$
14,552
 
Average interest-earning assets to average
                       
  interest-bearing liabilities
   
146.06
%
   
147.61
%
   
157.09
%
Allowance for credit losses to
                       
  non-performing loans
   
7750.51
%
   
1496.88
%
   
69.36
%
Allowance for credit losses to total loans
   
1.51
%
   
1.53
%
   
1.44
%
Shareholders’ equity to assets
   
9.60
%
   
9.73
%
   
8.73
%
                         
                         
CAPITAL RATIOS
                       
Total capital (to risk weighted assets)
   
16.91
%
   
16.82
%
   
16.48
%
Tier 1 capital (to risk weighted assets)
   
15.66
%
   
15.56
%
   
15.23
%
Common equity tier 1 (to risk weighted assets)
   
15.66
%
   
15.56
%
   
15.23
%
Tier 1 capital (to average tangible assets)
   
10.74
%
   
10.54
%
   
9.57
%
Tangible common equity (to average tangible assets) (non-GAAP)
   
8.01
%
   
8.14
%
   
7.22
%


DEPOSIT MIX
 
Sept. 30, 2023
   
June 30, 2023
   
Sept. 30, 2022
   
March 31, 2023
 
                         
Interest checking
 
$
237,789
   
$
240,942
   
$
291,758
   
$
254,522
 
Regular savings
   
222,578
     
231,838
     
318,573
     
255,147
 
Money market deposit accounts
   
249,580
     
242,558
     
279,403
     
221,778
 
Non-interest checking
   
375,780
     
381,834
     
502,767
     
404,937
 
Certificates of deposit
   
154,039
     
146,150
     
96,851
     
128,833
 
Total deposits
 
$
1,239,766
   
$
1,243,322
   
$
1,489,352
   
$
1,265,217
 





RVSB Second Quarter Fiscal 2024 Results
October 26, 2023
Page 10


COMPOSITION OF COMMERCIAL AND CONSTRUCTION LOANS
             
                         
         
Other
         
Commercial
 
   
Commercial
   
Real Estate
   
Real Estate
   
& Construction
 
   
Business
   
Mortgage
   
Construction
   
Total
 
September 30, 2023
 
(Dollars in thousands)
 
Commercial business
 
$
242,041
   
$
-
   
$
-
   
$
242,041
 
Commercial construction
   
-
     
-
     
37,692
     
37,692
 
Office buildings
   
-
     
116,664
     
-
     
116,664
 
Warehouse/industrial
   
-
     
108,066
     
-
     
108,066
 
Retail/shopping centers/strip malls
   
-
     
81,866
     
-
     
81,866
 
Assisted living facilities
   
-
     
387
     
-
     
387
 
Single purpose facilities
   
-
     
254,394
     
-
     
254,394
 
Land
   
-
     
6,558
     
-
     
6,558
 
Multi-family
   
-
     
56,671
     
-
     
56,671
 
One-to-four family construction
   
-
     
-
     
13,093
     
13,093
 
  Total
 
$
242,041
   
$
624,606
   
$
50,785
   
$
917,432
 
                                 
March 31, 2023
                               
Commercial business
 
$
232,868
   
$
-
   
$
-
   
$
232,868
 
Commercial construction
   
-
     
-
     
29,565
     
29,565
 
Office buildings
   
-
     
117,045
     
-
     
117,045
 
Warehouse/industrial
   
-
     
106,693
     
-
     
106,693
 
Retail/shopping centers/strip malls
   
-
     
82,700
     
-
     
82,700
 
Assisted living facilities
   
-
     
396
     
-
     
396
 
Single purpose facilities
   
-
     
257,662
     
-
     
257,662
 
Land
   
-
     
6,437
     
-
     
6,437
 
Multi-family
   
-
     
55,836
     
-
     
55,836
 
One-to-four family construction
   
-
     
-
     
18,197
     
18,197
 
  Total
 
$
232,868
   
$
626,769
   
$
47,762
   
$
907,399
 


LOAN MIX
 
Sept. 30, 2023
   
June 30, 2023
   
Sept. 30, 2022
   
March 31, 2023
 
Commercial and construction
 
(Dollars in thousands)
 
  Commercial business
 
$
242,041
   
$
244,725
   
$
236,317
   
$
232,868
 
  Other real estate mortgage
   
624,606
     
617,346
     
631,156
     
626,769
 
  Real estate construction
   
50,785
     
43,940
     
37,758
     
47,762
 
    Total commercial and construction
   
917,432
     
906,011
     
905,231
     
907,399
 
Consumer
                               
  Real estate one-to-four family
   
96,351
     
96,607
     
104,163
     
99,673
 
  Other installment
   
1,842
     
1,789
     
1,614
     
1,784
 
    Total consumer
   
98,193
     
98,396
     
105,777
     
101,457
 
                                 
Total loans
   
1,015,625
     
1,004,407
     
1,011,008
     
1,008,856
 
                                 
Less:
                               
  Allowance for credit losses
   
15,346
     
15,343
     
14,552
     
15,309
 
  Loans receivable, net
 
$
1,000,279
   
$
989,064
   
$
996,456
   
$
993,547
 


DETAIL OF NON-PERFORMING ASSETS
           
   
Southwest
       
   
Washington
   
Total
 
September 30, 2023
 
(Dollars in thousands)
 
Commercial business
 
$
69
   
$
69
 
Commercial real estate
   
90
     
90
 
Consumer
   
39
     
39
 
Total non-performing assets
 
$
198
   
$
198
 



RVSB Second Quarter Fiscal 2024 Results
October 26, 2023
Page 11

   
At or for the three months ended
   
At or for the six months ended
 
SELECTED OPERATING DATA
 
Sept. 30, 2023
   
June 30, 2023
   
Sept. 30, 2022
   
Sept. 30, 2023
   
Sept. 30, 2022
 
                               
Efficiency ratio (4)
   
76.10
%
   
73.13
%
   
59.19
%
   
74.59
%
   
60.50
%
Coverage ratio (6)
   
97.64
%
   
103.82
%
   
137.00
%
   
100.71
%
   
133.31
%
Return on average assets (1)
   
0.62
%
   
0.72
%
   
1.21
%
   
0.67
%
   
1.15
%
Return on average equity (1)
   
6.33
%
   
7.31
%
   
13.28
%
   
6.82
%
   
12.60
%
Return on average tangible equity (1) (non-GAAP)
   
7.68
%
   
8.86
%
   
16.15
%
   
8.27
%
   
15.30
%
                                         
NET INTEREST SPREAD
                                       
Yield on loans
   
4.51
%
   
4.50
%
   
4.38
%
   
4.51
%
   
4.39
%
Yield on investment securities
   
2.00
%
   
2.05
%
   
1.89
%
   
2.02
%
   
1.82
%
    Total yield on interest-earning assets
   
3.75
%
   
3.76
%
   
3.46
%
   
3.75
%
   
3.35
%
                                         
Cost of interest-bearing deposits
   
0.85
%
   
0.65
%
   
0.13
%
   
0.75
%
   
0.12
%
Cost of FHLB advances and other borrowings
   
5.84
%
   
5.61
%
   
4.49
%
   
5.73
%
   
3.99
%
    Total cost of interest-bearing liabilities
   
1.63
%
   
1.43
%
   
0.25
%
   
1.53
%
   
0.23
%
                                         
Spread (7)
   
2.12
%
   
2.33
%
   
3.21
%
   
2.22
%
   
3.12
%
Net interest margin
   
2.63
%
   
2.79
%
   
3.30
%
   
2.71
%
   
3.21
%
                                         
PER SHARE DATA
                                       
Basic earnings per share (2)
 
$
0.12
   
$
0.13
   
$
0.24
   
$
0.25
   
$
0.45
 
Diluted earnings per share (3)
   
0.12
     
0.13
     
0.24
     
0.25
     
0.45
 
Book value per share (5)
   
7.20
     
7.30
     
6.84
     
7.20
     
6.84
 
Tangible book value per share (5) (non-GAAP)
   
5.90
     
6.00
     
5.56
     
5.90
     
5.56
 
Market price per share:
                                       
  High for the period
 
$
5.97
   
$
5.55
   
$
7.67
   
$
5.97
   
$
7.67
 
  Low for the period
   
5.04
     
4.17
     
6.18
     
4.17
     
6.09
 
  Close for period end
   
5.56
     
5.04
     
6.35
     
5.56
     
6.35
 
Cash dividends declared per share
   
0.0600
     
0.0600
     
0.0600
     
0.1200
     
0.1200
 
                                         
Average number of shares outstanding:
                                       
  Basic (2)
   
21,190,987
     
21,136,097
     
21,624,469
     
21,163,692
     
21,825,070
 
  Diluted (3)
   
21,191,309
     
21,141,184
     
21,633,886
     
21,166,383
     
21,834,501
 


(1)
Amounts for the periods shown are annualized.
(2)
Amounts exclude ESOP shares not committed to be released.
(3)
Amounts exclude ESOP shares not committed to be released and include common stock equivalents.
(4)
Non-interest expense divided by net interest income and non-interest income.
(5)
Amounts calculated based on shareholders’ equity and include ESOP shares not committed to be released.
(6)
Net interest income divided by non-interest expense.
(7)
Yield on interest-earning assets less cost of funds on interest-bearing liabilities.





v3.23.3
Document and Entity Information
Oct. 26, 2023
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Oct. 26, 2023
Entity File Number 000-22957
Entity Registrant Name RIVERVIEW BANCORP, INC.
Entity Central Index Key 0001041368
Entity Incorporation, State or Country Code WA
Entity Tax Identification Number 91-1838969
Entity Address, Address Line One 900 Washington Street
Entity Address, Address Line Two Suite 900
Entity Address, City or Town Vancouver
Entity Address, State or Province WA
Entity Address, Postal Zip Code 98660
City Area Code 360
Local Phone Number 693-6650
Entity Emerging Growth Company false
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(g) Security Common Stock, Par Value $0.01 per share
Trading Symbol RVSB
Security Exchange Name NASDAQ

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