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 30, 2019

 

PDL Community Bancorp

(Exact name of Registrant as Specified in Its Charter)

 

 

Registrant’s Telephone Number, Including Area Code: (718) 931-9000

 

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 (see General Instructions A.2. below):

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. ☐

Securities registered pursuant to Section 12(b) of the Act:

 

 

  

 

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Item 2.02Results of Operations and Financial Condition

On October 30, 2019, PDL Community Bancorp (the “Company”), the holding company for Ponce Bank, issued a press release announcing its financial results for the three and nine months ended September 30, 2019.  The Company’s press release is included as Exhibit 99.1 to this report.

The information set forth in this Item 2.02 and in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended ( the “Exchange Act”), or otherwise subject to the liabilities of that Section.

Item 9.01Financial Statements and Exhibits.

(d) Exhibits.

 

 

 

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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.

 

 

 

Exhibit 99.1

PDL Community Bancorp Announces 2019 Third Quarter Results

New York (October 30, 2019): PDL Community Bancorp (the “Company”) (NASDAQ: PDLB), the holding company for Ponce Bank (the “Bank”), reported net income of $709,000, or $0.04 per basic and diluted share, for the third quarter of 2019, compared to $950,000, or $0.05 per basic and diluted share, for the prior quarter and net income of $402,000, or $0.02 per basic and diluted share, for the third quarter of 2018. For the nine months ended September 30, 2019 and 2018, net income was $2.3 million and $2.0 million, or $0.13 and $0.11 per basic and diluted share, respectively.

Carlos P. Naudon, President and CEO remarked that, “the year-to-date results are evidence that management remains focused on executing on its core business while investing in capturing growth opportunities and executing strategic initiatives. The increase in net interest income from the prior year reflects the balancing of loan growth and asset quality, the increase in occupancy and equipment expense evidences the continued branch transformation initiative, and the shares repurchased this year have added value to shareholders.”

Net Income

The $241,000 decrease in net income from the prior quarter reflects a $627,000, or 7.2%, increase in noninterest expense, a $118,000, or 3.8%, increase in interest expense, a $107,000, or 15.6%, decrease in noninterest income and a $14,000 increase in provision for loan losses, offset by a $539,000, or 4.3%, increase in interest and dividend income and a $86,000, or 23.1%, decrease in provision for income taxes.

The $307,000 increase in net income from the same quarter last year reflects a $1.2 million, or 10.4%, increase in interest and dividend income and a $588,000 decrease in provision for loan losses, offset by a $698,000, or 28.0%, increase in interest expense, a $565,000, or 6.4%, increase in noninterest expense, a $135,000, or 18.9%, decrease in noninterest income and a $99,000, or 52.7%, increase in provision for income taxes.

Net income for the nine months ended September 30, 2019 and 2018 was $2.3 million and $2.0 million, respectively. For the nine months ended September 30, 2019, net income reflects an increase of $3.9 million, or 11.6%, in interest and dividend income and a $871,000, or 84.2%, decrease in provision for loan losses, offset by a $2.4 million, or 35.5%, increase in interest expense, a $1.6 million, or 6.5%, increase in noninterest expense, a $344,000, or 55.2%, increase in provision for income taxes and a $104,000, or 4.9%, decrease in noninterest income.

Net Interest Margin

The net interest margin increased by 8 basis points to 3.83% for the three months ended September 30, 2019 from 3.75% for the three months ended June 30, 2019, while the net interest rate spread increased by 10 basis points to 3.44% from 3.34% for the same periods. Average interest-earning assets increased by $11.4 million, or 1.1%, to $1,010.9 million for the three months ended September 30, 2019 from $999.4 million for the three months ended June 30, 2019. The average yield on interest-earning assets increased by 10 basis points to 5.08% from 4.98%, for the same periods. Average interest-bearing liabilities increased by $19.1 million, or 2.5%, to $769.4 million for the three months ended September 30, 2019 from $750.3 million for the three months ended June 30, 2019. The average rate on interest-bearing liabilities was unchanged at 1.64% for both periods.  

 

The net interest margin decreased by 3 basis points to 3.83% for the three months ended September 30, 2019 from 3.86% for the three months ended September 30, 2018, while the net interest rate spread decreased by 5 basis points to 3.44% from 3.49% for the same periods. Average interest-earning assets increased by $59.7 million, or 6.3%, to $1,010.9 million for the three months ended September 30, 2019 from $951.2 million for the three months ended September 30, 2018. The average yield on interest-earning assets increased by 18 basis points to 5.08% from 4.90% for the same periods. Average interest-bearing liabilities increased by $65.3 million, or 9.3%, to $769.4 million for the three months ended September 30, 2019 from $704.1 million for the three months ended September 30, 2018. The average rate on interest-bearing liabilities increased by 24 basis points to 1.64% from 1.40% for the same periods.

Noninterest Income

Noninterest income decreased to $579,000 for the three months ended September 30, 2019, down $107,000, or 15.6%, from $686,000 for the three months ended June 30, 2019. The decrease was attributable to decreases of $112,000, or 42.7%, in late and prepayment charges related to mortgage loans and $26,000, or 15.1%, in other noninterest income offset by increases of $19,000, or 8.3%, in service charges and fees and $12,000, or 50.0%, in brokerage commissions.

Noninterest income decreased to $579,000 for the three months ended September 30, 2019, down $135,000, or 18.9%, from $714,000 for the three months ended September 30, 2018. The decrease was mainly attributable to decreases of $250,000, or 87.4%, in

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brokerage commissions and $26,000, or 15.1%, in other noninterest income offset by increases of $85,000, or 130.8%, in late and prepayment charges related to mortgage loans and $56,000, or 29.3%, in service charges and fees.

Noninterest Expense

Noninterest expense was $9.3 million for the three months ended September 30, 2019, up $627,000, or 7.2%, from $8.7 million for the three months ended June 30, 2019. The increase was mainly attributable to increases in professional fees of $223,000; occupancy and equipment of $211,000 as a result of prior quarter project completion expenses; compensation and benefits expense of $191,000 as a result of expenses related to new hires and annual merit increase; insurance and surety bond premiums of $63,000; regulatory dues of $23,000 and office supplies, telephone and postage expenses of $10,000. The increase in noninterest expense was partially offset by decreases in other operating expenses of $57,000 mainly due to a credit from the Federal Deposit Insurance Corporation in the amount of $205,000 related to our FDIC deposit insurance assessment; and data processing expenses of $33,000.

Noninterest expense increased $565,000, or 6.4%, to $9.3 million for the three months ended September 30, 2019 from $8.8 million for the three months ended September 30, 2018. The increase was mainly attributable to increases in occupancy and equipment of $358,000 as a result of rebranding and branch renovation initiatives; compensation and benefits expense of $120,000 as a result of expenses related to restricted stock and stock options; other operating expenses of $90,000 as a result of increase in recruiting fees of $107,000 offset by a credit from the Federal Deposit Insurance Corporation in the amount of $205,000 related to our FDIC deposit insurance assessment; insurance and surety bond premiums of $59,000; and data processing expenses of $56,000 as a result of system enhancements and implementation charges related to software upgrades and additional products. The increase in noninterest expense was partially offset by decreases in direct loan expenses of $82,000; office supplies, telephone and postage expenses of $27,000 and professional fees of $22,000.

Asset Quality

Nonperforming assets increased to $10.3 million, or 0.94% of total assets, at September 30, 2019, from $10.1 million, or 0.96% of total assets, at June 30, 2019 and $6.6 million, or 0.67% of total assets, at September 30, 2018. The increase from June 30, 2019 is mainly attributable to an increase in nonaccrual, 1-4 family residential loans of $522,000.

There was a $14,000 provision for loan losses for the quarter ended September 30, 2019, compared to $0 for the quarter ended June 30, 2019 and $602,000 for the quarter ended September 30, 2018. The allowance for loan losses was $12.2 million, or 1.27% of total loans, at September 30, 2019, compared to $12.5 million, or 1.32% of total loans, at June 30, 2019 and $12.4 million, or 1.37% of total loans, at September 30, 2018. Net charge-offs totaled $372,000 for the quarter ended September 30, 2019, compared to net recoveries totaling $11,000 for the quarter ended June 30, 2019 and $13,000 for the quarter ended September 30, 2018.

Balance Sheet

Total assets increased $40.1 million, or 3.8%, to $1,100.0 million at September 30, 2019 from $1,059.9 million at December 31, 2018. Net loans increased $30.0 million, or 3.3%, to $948.5 million at September 30, 2019 from $918.5 million at December 31, 2018. The increase in net loans was primarily due to increases of $18.6 million, or 21.2%, in construction and land loans, $3.9 million, or 1.0%, in 1-4 family residential and $12.1 million, or 5.2%, in multifamily residential loans, offset by a decrease of $4.7 million, or 29.7%, in business loans.

Steven A. Tsavaris, Executive Chairman remarked that, “while management remains optimistic about the loan production for the remainder of 2019, we are experiencing tough competition for refinancings accelerated by the decreasing interest rate environment." He also remarked that "loan originations remain close to the same levels as the previous year, but payoffs have increased as interest rates have declined."

Total deposits decreased $51.9 million, or 6.4%, to $757.8 million at September 30, 2019 from $809.8 million at December 31, 2018. The decrease in deposits was mainly attributable to decreases of $55.4 million, or 13.1 %, in certificates of deposit and $11.7 million, or 10.1% in demand deposits offset by an increase of $15.2 million, or 5.7%, in savings, NOW and money market accounts.

Total stockholders’ equity was $160.6 million at September 30, 2019, compared to $169.2 million at December 31, 2018. The Company and the Bank exceeded all regulatory capital requirements to be deemed well-capitalized at September 30, 2019. The Bank’s total capital to risk-weighted assets ratio was 19.29%, the tier 1 capital to risk-weighted assets ratio and the common equity tier 1 capital ratio were both 18.03%, and the tier 1 capital to total assets ratio was 13.62% at September 30, 2019, compared to 19.39%, 18.14%, and 13.66%, respectively, at December 31, 2018.

On March 22, 2019, the Board of Directors adopted a share repurchase program effective March 25, 2019 through September 24, 2019. Under the repurchase program, the Company could have repurchased up to 923,151 shares of its common stock, or approximately 5% of the outstanding shares, which are to be used primarily to fund the grants of restricted stock units and stock options made under the Company’s 2018 Long-Term Incentive Plan. Repurchased shares are held by the Company as Treasury shares until used to fund the restricted stock units and option grants. A total of 886,325 shares were repurchased under the program before it

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expired on September 24, 2019. During the quarter ended September 30, 2019, the Company repurchased 409,347 shares of the Company’s common stock.

 

About PDL Community Bancorp

PDL Community Bancorp is the holding company for Ponce Bank. The Bank’s business primarily consists of taking deposits from the general public and investing those deposits, together with funds generated from operations and borrowings, in mortgage loans, consisting of 1-4 family residences (investor-owned and owner-occupied), multifamily residences, nonresidential properties and construction and land, and, to a lesser extent, in business and consumer loans. The Bank also invests in securities, which have historically consisted of U.S. Government and federal agency securities and securities issued by government-sponsored or government-owned enterprises, as well as, mortgage-backed securities and Federal Home Loan Bank stock. The Bank offers a variety of deposit accounts, including demand, savings, money market and certificates of deposit.  

Forward Looking Statements

Certain statements herein constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act and are intended to be covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements may be identified by words such as “believes,” “will,” “would,” “expects,” “project,” “may,” “could,” “developments,” “strategic,” “launching,” “opportunities,” “anticipates,” “estimates,” “intends,” “plans,” “targets” and similar expressions. These statements are based upon the current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties. Actual results may differ materially from those set forth in the forward-looking statements as a result of numerous factors. Factors that could cause such differences to exist include, but are not limited to, adverse conditions in the capital and debt markets and the impact of such conditions on the Company’s business activities; changes in interest rates; competitive pressures from other financial institutions; the effects of general economic conditions on a national basis or in the local markets in which the Company operates, including changes that adversely affect borrowers’ ability to service and repay the Company’s loans; changes in the value of securities in the Company’s investment portfolio; changes in loan default and charge-off rates; fluctuations in real estate values; the adequacy of loan loss reserves; decreases in deposit levels necessitating increased borrowing to fund loans and investments; operational risks including, but not limited to, cybersecurity, fraud and natural disasters; changes in government regulation; changes in accounting standards and practices; the risk that intangibles recorded in the Company’s financial statements will become impaired; demand for loans in the Company’s market area; the Company’s ability to attract and maintain deposits; risks related to the implementation of acquisitions, dispositions, and restructurings; the risk that the Company may not be successful in the implementation of its business strategy; changes in assumptions used in making such forward-looking statements and the risk factors described in the prospectus and Quarterly Reports on Form 10-Q as filed with the Securities and Exchange Commission (the “SEC”), which are available at the SEC’s website, www.sec.gov. Should one or more of these risks materialize or should underlying beliefs or assumptions prove incorrect, PDL Community Bancorp’s actual results could differ materially from those discussed. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. The Company disclaims any obligation to publicly update or revise any forward-looking statements to reflect changes in underlying assumptions or factors, new information, future events or other changes, except as may be required by applicable law or regulation.

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PDL Community Bancorp and Subsidiaries

Consolidated Balance Sheets

(Dollars in thousands, except for share data)

 

 

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PDL Community Bancorp and Subsidiaries

Consolidated Statements of Income

(Dollars in thousands, except per share data)

 

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PDL Community Bancorp and Subsidiaries

Consolidated Statements of Income

(Dollars in thousands, except per share data)

 

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PDL Community Bancorp and Subsidiaries

Key Metrics

 

 

 

Key metrics calculated on income statement items were annualized where appropriate.

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PDL Community Bancorp and Subsidiaries

Loan Portfolio

 

 

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PDL Community Bancorp and Subsidiaries

Nonperforming Assets

 

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PDL Community Bancorp and Subsidiaries

Average Balance Sheets

 

 

 

 

 

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PDL Community Bancorp and Subsidiaries

Average Balance Sheets

 

 

 

 

 

 

 

 

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