Form 8-K - Current report
31 Julho 2023 - 5:16PM
Edgar (US Regulatory)
0001849670false00018496702022-07-272022-07-27
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): July 31, 2023
PB Bankshares, Inc.
(Exact Name of Registrant as Specified in Charter)
| | | | |
Maryland | | 001-40612 | | 86-3947794 |
(State or Other Jurisdiction of Incorporation) | | (Commission File No.) | | (I.R.S. Employer Identification No.) |
| | |
185 East Lincoln Highway, Coatesville, Pennsylvania | | 19320 |
(Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code:(610) 384-8282
Not Applicable
(Former name or former address, if changed since last report)
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 Instruction A.2. below):
☐ | 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 | | PBBK | | 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 7.01 | Regulation FD Disclosure |
On July 31, 2023, PB Bankshares, Inc. (the “Company”), parent company of Presence Bank, made available to current and prospective investors a slide presentation. The presentation materials include information regarding the Company’s operating and growth strategies and financial performance. The slide presentation is furnished in this Current Report on Form 8-K, pursuant to this Item 7.01, as Exhibit 99.1, and is incorporated herein by reference.
This Current Report and the information included below and furnished as exhibits hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing. The furnishing of the information in this Current Report is not intended to, and does not, constitute a determination or admission by the Company that the information in this report is material or complete, or that investors should consider this information before making an investment decision with respect to any security of the Company or any of its affiliates.
Item 9.01 | Financial Statements and Exhibits |
| | | | |
(a) | | Financial statements of businesses acquired. None. |
| | |
(b) | | Pro forma financial information. None. |
| | |
(c) | | Shell company transactions: None. |
| | |
(d) | | Exhibits. |
| | 99.1 | | Presentation Materials of PB Bankshares, Inc. |
| | 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.
| PB BANKSHARES, INC. |
| |
DATE: July 31, 2023 | By: | /s/ Lindsay Bixler |
| | Lindsay Bixler |
| | Executive Vice President and Chief Financial Officer |
Exhibit 99.1
| Janak M. Amin, President & CEO
July 31, 2023
2Q 2023 Performance
P R E S E N C E B A N K . C O M 1 |
| Disclaimers
P R E S E N C E B A N K . C O M 2
This presentation does not constitute or form part of any offer or invitation to purchase any securities of PB
BANKSHARES, INC in whole or in part. This presentation has been prepared by Presence Bank solely for informational
purposes to assist interested parties in making their own evaluation of Presence Bank. It does not purport to contain
all the information that may be relevant. In all cases, interested parties should conduct their own investigation and
analysis of PB BANKSHARES, INC and the data set forth in this presentation and other information provided by or on
behalf of Presence Bank is not providing you with any legal, business, tax or other advice regarding an investment in
the securities. You should consult with your own advisors as needed to assist you in making your investment decision.
Any securities of PB BANKSHARES, INC are not a deposit or bank account, and are not, and will not be, insured or
guaranteed by the FDIC or any other federal or state government agency.
This presentation may contain forward-looking statements as defined in the Private Securities Litigation Reform Act of
1995. These forward-looking statements are not historical facts, and are based on current expectations, estimates and
projections about Presence Bank’s industry, management’s beliefs and certain assumptions made by management,
many of which are by their nature inherently uncertain and beyond Presence Bank’s control. Accordingly, you are
cautioned that any such forward-looking statements are not guarantees of future performance and are subject to
certain risks, uncertainties and assumptions that are difficult to predict. Although Presence Bank believes that the
expectations reflected in such forward-looking statements are reasonable as of the date made, expectations may
prove to have been materially different from the results expressed or implied by such forward-looking statements. |
| Disclaimers (continued)
P R E S E N C E B A N K . C O M 3
You should not place undue reliance on any forward-looking statement and should carefully consider the risks and
other factors that Presence Bank faces, including, but not limited to (i) changes in general business, industry or
economic conditions or competition; (ii) changes in any applicable law, rule, regulation, policy, guideline or practice
governing or affecting bank holding companies and their subsidiaries or with respect to tax or accounting principles
or otherwise; (iii) adverse changes or conditions in capital and financial markets; (iv) the adverse impact on the U.S.
economy, including the markets in which we operate, of COVID-19; (v) changes in interest rates and inflation; (vi) the
inability to realize expected cost savings or achieve other anticipated benefits in connection with business
combinations and other acquisitions; (vii) changes in the quality or composition of our loan and investment
portfolios; (viii) adequacy of loan loss reserves; (ix) increased competition; (x) loss of certain key officers; (xi)
continued relationships with major customers; (xii) deposit attrition; (xiii) rapidly changing technology; (xiv)
unanticipated regulatory or judicial proceedings and liabilities and other costs; (xv) changes in the cost of funds,
demand for loan products or demand for financial services; (xvi)severe weather, acts of terrorism, an outbreak of
hostilities or other geopolitical events, or the anticipation of such events; (xvii) other economic, competitive,
governmental or technological factors affecting our operations, markets, products, services and prices; and (xvii) our
success at managing the foregoing items. Except as otherwise indicated, this presentation speaks only as of the
date hereof. The delivery of this presentation shall not, under any circumstances, create any implication that there
has been no change in the affairs of Presence Bank after the date hereof. This presentation does not purport to
contain all the information that may be required to evaluate the securities, and you should conduct and rely upon
your own independent analysis of PB BANKSHARES, INC and the data contained or referred to herein. |
| P R E S E N C E B A N K . C O M 4
Bank History |
| P R E S E N C E B A N K . C O M 5
Executive Team |
| P R E S E N C E B A N K . C O M 6
Who We Are |
| P R E S E N C E B A N K . C O M 7
Relationship-Based
White Glove Delivery Team
Harrisburg LPO Elizabethtown LPO Coatesville |
| P R E S E N C E B A N K . C O M 8
Core Operating Markets
Chester Region Lancaster Region Capital Region
• 10-County Market throughout
Southcentral Pennsylvania
• In 2021 opened two Loan Production
Offices in Harrisburg and Elizabethtown.
• We lend to local people and businesses
we know and trust us.
• Deposit customers are from the
communities we live, play and work in. |
| P R E S E N C E B A N K . C O M 9
Business Model & Execution
Our DELIVERY
Our CUSTOMERS |
| P R E S E N C E B A N K . C O M 10
New Management Team - Accomplishments
(dollars in thousands).
$168,039
$231,416 $251,130
$289,495 $312,091
$100,000
$150,000
$200,000
$250,000
$300,000
$350,000
(000)s Total Deposit Growth
CAGR = 22.9% |
| P R E S E N C E B A N K . C O M 11
Loan Composition
As part of the commercial real estate initiative, management is performing
quarterly stress testing and has segmented the commercial real estate
portfolio into categories such as industrial, office, multi-family, etc. See the
following slide for select June 30, 2023 detail. |
| Commercial Real Estate (CRE)
Portfolio
P R E S E N C E B A N K . C O M 12
Stress Test
• Completed 75% or
$101 million of CRE
portfolio.
• CRE Portfolio average
loan-to-value ratio is
58.4%.
• Debt service coverage
ratio 1.31 times without
sponsor or guarantor
support.
• Property type is diverse
and there is no
geographic
concentration.
Office Exposure
• $8.2 million in non-owner occupied office
space.
• 4 loans comprise office
segment, which all are
loans in medical space
not subject to general
market office issues.
• Average loan-to-value
ratio is 73.6%.
• Debt service coverage
ratio 1.52 times
exclusive of sponsor or
guarantor support.
Hospitality Exposure
• $17.4 million in flagship
hotel loans.
• 5 loans comprise the
hotel portfolio.
• Average loan-to-value
is 56.4%
• Debt service coverage
ratio 1.76 times
exclusive of any
sponsor or guarantor
support.
• Guarantors have strong
liquidity and are
experienced local
operators.
Management is monitoring the commercial real estate portfolio
and concentration, assessing its associated risks. |
| P R E S E N C E B A N K . C O M 13
Top Five (5) Priorities –
Customer & Revenue Focus
1. Deposit Growth
• Growing relational deposits assists with having enough liquidity to fund the
bank’s loan growth.
2. Loan Growth
• Provides revenue to direct more profits back into our Associates’ growth,
enhanced customer deliveries and support our local communities.
3. Cash Management & Not-for-Profit Growth
• Necessary products and services that supports unique needs of our customers
with having dedicated and sophisticated capabilities really being a niche focus.
4. Attract Talent
• Further building upon our team with passionate bankers that appreciate the
bank’s culture – High Care + High Accountability = High Performance.
5. Maintaining Credit Quality
• Having customers that are honest and honor their commitments to repay debt. |
| P R E S E N C E B A N K . C O M 14
Percentage of Deposits Uninsured
National Mega-Banks
https://www.pnc.com/insights/corporate-institutional/mitigate-risk/bank-regulation-and-your-business. |
| P R E S E N C E B A N K . C O M 15
Percentage of Deposits Uninsured
National Mega-Banks
For the charts on the previous slide, the listed banks are derived from public Call
Report information obtained as of December 31, 2022. The more current data from
Presence Bank is as of June 30, 2023.
• Presence Bank’s uninsured and uncollateralized deposits were 14.1% well below the
banking system’s average.
• Presence Bank has deposits over $250,000 that are fully collateralized for our public
fund's customers. Presence Bank can meet the obligation of its uninsured and
uncollateralized deposits with the cash on hand and liquidity sources at
427%*.
* The Bank maintains highly liquid sources of available funds, including unused borrowing capacity with the Federal
Home Loan Bank of Pittsburgh and the Federal Reserve Bank of Philadelphia and available federal funds lines with
other banks, as well as available-for-sale debt securities with a fair value in excess of collateral obligations. At June
30, 2023, available funding from these sources totaled 427% of uninsured and uncollateralized deposits. |
| P R E S E N C E B A N K . C O M 16
Cash Management Services
1 Message and data rates may apply; check with your mobile provider. |
| P R E S E N C E B A N K . C O M 17
ICS – Insured up to $10 Million
• IntraFi Network Deposits is a banking network that allows customers to deposit more than
$250,000; having all funds fully FDIC-insured.
• A network that links many U.S. banks and financial institutions; sharing insured limits with
reciprocating deposits that all remain local with Presence Bank.
• Your one-stop relationship for dividing your money into separate, fully insured accounts, all
administered by Presence Bank.
• The IntraFi network includes more than 3,000 financial institutions, representing around 50%
of the total banks in the country. |
| P R E S E N C E B A N K . C O M 18
ICS – How it works?
Fully Insured up to $10 Million Dollars
Source: https://www.intrafinetworkdeposits.com/how-it-works/ |
| 2Q 2023 Performance
P R E S E N C E B A N K . C O M 19 |
| P R E S E N C E B A N K . C O M 20
Results: 2019 – 2023
(dollars in thousands)
1.82%
1.49%
0.66%
0.34% 0.26%
0.00%
0.50%
1.00%
1.50%
2.00%
Nonaccrual Loans/Loans (000)s
* The year ended December 31, 2022 includes a pre-tax gain on sale of land and building of $821,000. |
| P R E S E N C E B A N K . C O M 21
Financial Highlights (Unaudited)
(Dollars in thousands, except per share data) |
| P R E S E N C E B A N K . C O M 22
Financial Highlights (Unaudited)
(Dollars in thousands) |
| P R E S E N C E B A N K . C O M 23
Performance Ratios (as of and for the three months ended)
(Dollars in thousands, except per share data)
* See next slide for Non-GAAP Financial Measure Reconciliation. |
| P R E S E N C E B A N K . C O M 24
*Non-GAAP Financial Measure Reconciliation
(Dollars in thousands, except per share data) |
| P R E S E N C E B A N K . C O M 25
Growing our Greater Purpose
The bank’s goal is to support
three (3) children’s wishes per
year, one child in each of our
regions.
TOTAL Amount Raised to
Date: $29,887.83*
*Amount as of 6/30/23 |
| P R E S E N C E B A N K . C O M 26
Granting Wishes
Wish #1:
7-Year Girl
Wish #2:
9-Year Boy
Wish #3:
9-Year Girl |
| N A S D A Q S Y M B O L : [ P B B K ] 27
Contact Information
THANK YOU!
Janak M. Amin
President & CEO
Email: jamin@presencebank.com
Direct Mobile: (813) 659-6252 |
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PB Bankshares (NASDAQ:PBBK)
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