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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
July 16, 1998
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Date of Report (Date of Earliest event reported)
U.S.B. Holding Co., Inc.
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
1-12811
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(Commission File Number)
36-3197969
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(IRS Employer Identification No.)
100 Dutch Hill Road
Orangeburg, New York 10962
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(Address of principal executive offices)
(914) 365-4600
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Registrant's telephone number, including area code
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Item 5. Other Events
On July 16, 1998, U.S.B. Holding Co., Inc. (the "Company") issued a
press release (the "Press Release") reporting certain operating results of the
Company for the quarter ended June 30, 1998. The Press Release is attached
hereto as Exhibit 99 and is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits.
The following exhibits are filed herewith.
<TABLE>
<CAPTION>
Exhibit No. Description of Exhibit
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<S> <C>
99 Text of press release, dated July 16, 1998,
issued by U.S.B. Holding Co., Inc.
</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 hereunto duly authorized.
U.S.B. HOLDING CO., INC.
By:/s/ Steven T. Sabatini
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Name: Steven T. Sabatini
Title: Senior Executive Vice President and
Chief Financial Officer (principal
financial officer)
Date: July 17, 1998
3
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Exhibit 99
FOR IMMEDIATE RELEASE Contact: Steven T. Sabatini
Senior Executive V.P. &
Chief Financial Officer
(914) 365-4615
UNION STATE BANK'S PARENT REPORTS
SECOND QUARTER 1998 EARNINGS
INCREASE OF 98% OVER PRIOR YEAR PERIOD
Orangeburg, NY, July 16, 1998 - 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"), today announced the Company's earnings for the second quarter of 1998.
Net income for the three months ended June 30, 1998 was $5.0 million, an
increase of $2.5 million or 98% over last year's net income of $2.5 million for
the comparable period. For the six months ended June 30, 1998, net income was
$7.9 million, compared to $4.8 million in the prior year period, an increase of
64%. Net income for the 1998 periods include a reduction of tax expense net of
associated expenses, of approximately $2.0 million resulting from liquidating
distributions of earnings from the Bank's real estate investment trust
subsidiary, U.S.B. Realty Corp.
Basic earnings per share and diluted earnings per share for the quarter
ended June 30, 1998 increased to $0.40 and $0.36, compared to $0.20 and $0.19 in
the prior year period, reflecting increases of 100% and 89%, respectively. Basic
earnings per share and diluted earnings per share for the six months ended June
30, 1998 were $0.63 and $0.58, compared to $0.39 and $0.36, in the prior year
period, reflecting increases of 62% and 61%, respectively.
Income before taxes increased $0.6 million and $1.4 million for the
three and six month periods ended June 30, 1998, respectively, compared to the
prior year, reflecting increases of 16% and 21%, respectively. Excluding
expenses of $0.4 million associated with the liquidation of U.S.B. Realty Corp.
discussed above, income before taxes increased by 27% for both the three and six
month periods ended June 30, 1998 compared to the prior years. Excluding the
effects of the tax benefit recorded as a result of the liquidating distributions
of U.S.B. Realty Corp., as well as associated expenses, net income was $3.0
million and $5.9 million for the three and six month periods ended June 30,
1998, reflecting increases of $0.5 million or 19% and $1.1 million or 23%,
respectively, compared to the prior year periods. On this basis, diluted
earnings per share were $0.22 and $0.43, reflecting increases of 16% and 19%,
respectively, as compared to the prior year periods.
The increase in earnings for both periods also reflects higher net
interest income and security gains, which offset increased operating expenses to
support the higher volume of business . The provision for loan losses was lower
for the three and six month periods of 1998 compared to 1997, reflecting an
improving loan portfolio and higher level of reserves for loan losses.
The total assets of the Company at June 30, 1998 were $1.1 billion
compared to $1.0 billion at December 31, 1997. Summarized financial data for the
Company is attached.
Page 1 of 3
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Hales commented that "The increase in core earnings in the first half
of 1998 on an operating basis appears to validate the Company's strategy of
growth in the Rockland and Westchester County market place, demonstrates an
effective use of leverage, and the continued management of credit risk and
operating expenses. The pending acquisition of Tappan Zee Financial, Inc. will
further complement the Company's growth and commitment to this market."
Hales also commented that, "Including the Bennett Funding Group
("Bennett") loans, the Bank's non-performing assets were approximately 0.5% of
totals assets at June 30, 1998, compared to 0.77% at December 31, 1997." Hales
further noted that "as a result of a favorable ruling by the Bankruptcy Court
with jurisdiction over Bennett, the Bank collected an initial payment of $1.3
million of the $3.3 million in loans to Bennett. Substantial additional
collections are anticipated. The Bank does not yet know the extent of losses
that may be incurred on these loans, if any.
The Company's common stock is listed on the American Stock Exchange
trading under the symbol "UBH." The Bank is a full-service commercial Bank with
twenty branches serving the communities of Rockland and Westchester counties.
Page 2 of 3
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U.S.B. HOLDING CO., INC.
SELECTED FINANCIAL INFORMATION
(in thousands, except ratios and share amounts)
<TABLE>
<CAPTION>
Six Months Ended Three Months Ended
June 30, June 30,
1998 1997 1998 1997
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<S> <C> <C> <C> <C>
Consolidated summary
of operations:
Interest income $ 39,436 $ 33,575 $ 20,099 $ 17,622
Interest expense 20,976 17,228 10,666 9,291
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Net interest income 18,460 16,347 9,433 8,331
Provision for loan losses 600 1,460 300 830
Non-interest income 1,758 1,866 884 1,005
Net security gains and gain on
sale of loans 1,004 513 686 516
Non-interest expense 12,239 10,323 6,530 5,424
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Income before income taxes 8,383 6,943 4,173 3,598
Provision (benefit) for income taxes 480 2,111 (779) 1,098
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Net income $ 7,903 $ 4,832 $ 4,952 $ 2,500
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Consolidated share data:
Basic earnings per share $ 0.63 $ 0.39 $ 0.40 $ 0.20
Diluted earnings per share $ 0.58 $ 0.36 $ 0.36 $ 0.19
Book value per share
at period end $ 5.57 $ 4.62
Weighted average shares 12,456,024 12,385,556 12,467,786 12,396,382
Adjusted weighted average shares 13,697,423 13,403,546 13,697,654 13,493,350
Ratios:
Return on average assets 1.52% 1.09% 1.87% 1.07%
Return on average common
stockholders' equity 24.19% 17.54% 29.69% 17.94%
</TABLE>
<TABLE>
<CAPTION>
June 30, December 31, June 30,
1998 1997 1997
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<S> <C> <C> <C>
Consolidated balance sheet
data at period end:
Securities available for sale,
at fair value $ 333,362 $ 243,723 $ 245,921
Securities held to maturity 67,482 137,177 102,299
Loans, net of unearned income and fees 614,784 563,667 537,949
Allowance for loan losses 8,092 7,558 6,945
Total assets 1,100,778 1,023,400 958,042
Deposits 900,771 797,795 779,128
Borrowings 101,362 133,803 96,180
Corporation - Obligated mandatory
redeemable capital securities of
subsidiary trust 20,000 20,000 20,000
Stockholders' equity 69,636 62,639 57,294
Tier 1 Capital $ 88,506 $ 81,261 $ 77,510
Common shares outstanding at period end 12,508,340 12,429,900 6,203,478*
</TABLE>
* Before two-for-one stock split in 1997
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