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): January 28, 1997
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U.S.B. HOLDING CO., INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 1-5027 36-3197969
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
100 Dutch Hill Road, Orangeburg, New York 10962
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(Address of principal executive offices) (Zip Code)
(914) 365-4600
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(Registrant's telephone number, including area code)
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ITEM 5. Other Events
On January 28, 1997, U.S.B. Holding Co., Inc. (the "Company") issued a
press release announcing its earnings for the year and quarter ended December
31, 1996.
ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits. The following exhibit is filed as part of this Current Report
on Form 8-K:
Description Exhibit No.
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Press Release of U.S.B. Holding Co., Inc.
issued January 28, 1997 99
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U.S.B. HOLDING CO., INC.
SELECTED FINANCIAL INFORMATION
(in thousands, except ratios and share amounts)
<TABLE>
<CAPTION>
Year Ended Three Months Ended
December 31, December 31,
1996 1995 1996 1995
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<S> <C> <C> <C> <C>
Consolidated summary
of operations:
Interest income $ 57,216 $ 49,692 $ 15,573 $ 13,247
Interest expense 27,601 24,318 7,685 6,439
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Net interest income 29,615 25,374 7,888 6,808
Provision for loan losses (2,275) (1,200) (600) (500)
Non-interest income 4,208 3,628 1,738 929
Gain on sale of Royal Oak
Savings Bank, F.S.B -- 3,520 -- 3,520
Net security gains 819 167 227 43
Non-interest expense (18,179) (17,851) (5,052) (4,911)
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Income before income taxes 14,188 13,638 4,201 5,889
Provision for income taxes 4,774 4,311 1,337 1,837
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Net income $ 9,414 $ 9,327 $ 2,864 $ 4,052
=========== =========== =========== ===========
Weighted average common and
common equivalent shares
outstanding 6,512,997 6,304,758 6,529,111 6,388,595
Common shares outstanding at
period end 6,183,036 6,146,978
Consolidated per share data:
Net income per common and
common equivalent share $ 1.40 $ 1.43 $ 0.43 $ 0.62
Cash dividends per common
share $ 0.30 $ 0.28
Book value at period end $ 8.67 $ 7.75
Consolidated balance sheet
data at period end:
Securities available for sale $ 168,756 $ 170,889
Securities held to maturity 81,019 60,266
Loans net of unearned
income and fees 503,511 391,341
Allowance for loan losses 5,742 3,904
Total assets 803,451 678,783
Deposits 682,280 610,635
Borrowings 59,692 10,000
Stockholders' equity $ 56,866 $ 51,333
</TABLE>
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U.S.B. Holding Co., Inc.
Selected Financial Information
(in thousands, except ratios and per share amounts)
<TABLE>
<CAPTION>
Year Ended Three Months Ended
December 31, December 31,
1996 1995 1996 1995
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<S> <C> <C> <C> <C>
Consolidated average balance
sheet data:
Securities $ 252,716 $ 243,255 $ 263,269 $ 245,213
Loans, net of unearned income
and fees 449,785 352,244 499,918 378,634
Total assets 751,376 655,147 810,043 672,102
Deposits 665,450 593,853 707,137 624,411
Borrowings 30,849 13,243 53,481 13,801
Long-term debt qualifying
as regulatory capital -- 710 -- --
Stockholders' equity $ 52,534 $ 44,408 $ 53,928 $ 48,185
Selected Financial Ratios:
Return on Average Total Assets 1.25% 1.42% 1.41% 2.41%
Return on Average Common
Stockholders' Equity 18.60% 22.17% 22.07% 35.76%
Net Interest Margin on a Tax
Equivalent Basis 4.43% 4.46% 4.31% 4.47%
Efficiency Ratio 51.09% 57.61% 50.31% 60.42%
Tier 1 Capital Ratio 10.45% 11.38%
Total Risk Based Capital Ratio 11.50% 12.26%
Leverage Ratio 7.06% 7.43%
Allowance for Loan Losses to
Net Loans 1.15% 1.01%
Allowance for Loan Losses/
Non performing Loans 70.98% 96.73%
Net Charge-Offs to Average
Net Loans .10% .17%
Nonperforming Assets to
Total Assets 1.09% .73%
</TABLE>
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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 thereunto duly authorized.
U.S.B. HOLDING CO., INC.
By: /s/ Steven T. Sabatini
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Steven T. Sabatini
Executive Vice President, Finance
and Chief Financial Officer
Date: January 28, 1997
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EXHIBIT INDEX
Exhibit No. Description Sequential Page No.
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99 Press Release of U.S.B. 5
Holding Co., Inc. issued
January 28, 1997
EXHIBIT 99
January 28, 1997
FOR IMMEDIATE RELEASE Contact: Steven T. Sabatini
Executive V.P. &
Chief Financial Officer
(914) 365-4615
UNION STATE BANK'S PARENT REPORTS EIGHTEENTH
CONSECUTIVE YEAR OF RECORD EARNINGS
Orangeburg, NY - Thomas E. Hales, Chairman of the Board of U.S.B. Holding Co.,
Inc. (the "Company"), the parent company of Union State Bank (the "Bank"),
announced today that the Company had its 18th consecutive year of record
earnings. Net income for the Company for the year ended December 31, 1996 was
$9.4 million, an increase of $.1 million or 1% over last year's net earnings of
$9.3 million. Net income for 1995 includes a gain of $2.1 million, net of tax,
from the sale of the Company's subsidiary, Royal Oak Savings Bank, F.S.B.
("Royal"), headquartered in Randallstown, Maryland in the fourth quarter of
1995, while 1996 net income includes approximately $.3 million attributable to
the sale of a branch facility which was previously part of Royal's branch
system. Excluding the gain from the sale of Royal in 1995 and net income from
the sale of the Royal branch in 1996, as well as Royal's 1995 net income, the
increase in 1996 net income was $2.1 million or an increase of 30%. Hales
commented "that he is pleased to report an increase in 1996 net income over 1995
which included a large non-recurring gain."
Net income per common and common equivalent share for the year decreased
slightly compared to the previous year to $1.40 per common and common equivalent
share vs. $1.43 per common and common equivalent share in 1995 due to a higher
amount of average common stock and common stock equivalents outstanding for
1996. Excluding the effects of the Royal transactions described above and Royal
net income in 1995, net income per common and common equivalent share increased
$.29 or 27% over the 1995 amount. Per share amounts reflect the 10% stock
dividend distributed by the Company on June 14, 1996 and the two-for-one stock
split in the form of a 100% stock dividend distributed December 30, 1996. The
return on average assets and return on average common equity was 1.25% and
18.60%, respectively, for the year ended December 31, 1996.
For the quarter ended December 31, 1996, net income was $2.9 million and
per common and common equivalent share was $.43 compared to net income of $4.1
million and per common and common equivalent share of $.62 for the comparative
period in 1995. Excluding the effects of the Royal transactions described above
and Royal net income in the fourth quarter of 1995, net income for the quarters
ended December 31, 1996 and 1995 were $2.6 million and $1.9 million,
respectively, and net income per common and common equivalent share were $.38
and $.29, respectively. Excluding the effects of the Royal transactions
described above and Royal net income in the fourth quarter of 1995, the increase
in fourth quarter 1996 net income and net income per common and common
equivalent share compared to the fourth quarter of 1995 were $.7 million or 34%
and $.09 or 31%, respectively.
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UNION STATE BANK'S PARENT REPORTS EIGHTEENTH
CONSECUTIVE YEAR OF RECORD EARNINGS
January 28, 1997 Page 2.
The total assets of the Orangeburg, NY financial company at the end of the
year were $803.5 million, an increase of $124.7 million or 18% from December 31,
1995. Summarized financial data for the Company is attached.
Hales commented that: "The Company's continued growth is extremely
gratifying in that we continue to expand and hire new employees as the current
consolidation of the banking industry creates opportunities for our
institution."
The increase in core earnings in 1996 reflects the continuing growth of the
Company and Bank in their primary markets of Rockland and Westchester Counties,
an effective use of leverage, and continued management of credit risk and
expenses.
The collection of the $3.3 million in loans to the Bennett Funding Group,
which is secured by lease receivables, continues to be delayed by bankruptcy
proceedings with respect to the Bennett Funding Group. The Bank does not yet
know the extent of any losses that may be incurred. Including the Bennett
Funding Group loans, the Bank's non-performing assets were 1.09 percent of total
assets at December 31, 1996.
Union State Bank is a full service community bank with eighteen banking
offices located in Rockland and Westchester Counties.
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