0000908834-15-000202.txt : 20150417 0000908834-15-000202.hdr.sgml : 20150417 20150417134931 ACCESSION NUMBER: 0000908834-15-000202 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150414 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Submission of Matters to a Vote of Security Holders ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150417 DATE AS OF CHANGE: 20150417 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RIVER VALLEY BANCORP CENTRAL INDEX KEY: 0001015593 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 351984567 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21765 FILM NUMBER: 15777398 BUSINESS ADDRESS: STREET 1: 430 CLIFTY DRIVE STREET 2: PO BOX 1590 CITY: MADISON STATE: IN ZIP: 47250 BUSINESS PHONE: 812-273-4949 MAIL ADDRESS: STREET 1: 430 CLIFTY DRIVE STREET 2: PO BOX 1590 CITY: MADISON STATE: IN ZIP: 47250 8-K 1 rvb_8k0414.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):  April 14, 2015
 
 
River Valley Bancorp
(Exact Name of Registrant as Specified in Its Charter)
     
     
Indiana
0-21765
35-1984567
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
   
   
430 Clifty Drive, P.O. Box 1590, Madison, Indiana
47250-0590
(Address of Principal Executive Offices)
(Zip Code)
 
 
(812) 273-4949
(Registrant’s Telephone Number, Including Area Code)
 
 
N/A
(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:

☐
 
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))
 
Item 2.02  Results of Operations and Financial Condition.

On April 14, 2015, River Valley Bancorp issued a press release reporting its results of operations and financial condition for the first quarter ended March 31, 2015.
A copy of the press release is attached as Exhibit 99.1 to this Current Report. The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.
 
Item 5.07.  Submission of Matters to a Vote of Security Holders
On April 15, 2015, the Corporation held the Annual Meeting of Shareholders pursuant to due notice. Two directors were elected to the following terms, by the following votes. Holders of a total of 2,243,522 shares were present in person or by proxy at the meeting.
Director
Expiration of Term
Votes For
Votes Withheld
Broker Non-Votes
Lonnie D. Collins
2018
 1,377,150 139,116 727,256
Matthew P. Forrester
2018
1,347,515
168,751
727,256

 
The proposition described below, having received a vote, in person or by proxy, of more favorable votes than votes cast against the proposition, was declared to be duly adopted by the shareholders of the Corporation.

 
For
Against
Abstain
       
Approval and ratification of the appointment of BKD, LLP as auditors for River Valley Bancorp for the year ended December 31, 2015
 2,218,500 18,953 6,069

 
The proposition described below, having received an advisory vote, in person or by proxy, of more favorable votes than votes cast against the proposition, was declared to have been adopted:
 
For
Against
Abstain
Broker Non-Votes
         
Approval, on an advisory basis, of compensation paid to executive officers of the Corporation as disclosed in the proxy statement
 1,299,686 181,165 35,415 727,256


 

Item 9.01  Financial Statements and Exhibits.

(d) Exhibits
  
Exhibit No.
  
Description
 
99.1
  
Press Release, dated April 14, 2015



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 hereto duly authorized.

Date: April 17, 2015
River Valley Bancorp
     
     
 
By:
 /s/ Vickie L. Grimes
   
Vickie L. Grimes
   
Vice President of Finance



 
EXHIBIT INDEX

Exhibit Number
  
Exhibit Description
  
Location
         
99.1
  
Press Release, dated April 14, 2015
  
Attached



EX-99.1 2 rvb_8k0414ex.htm PRESS RELEASE
Exhibit 99.1
 

River Valley Bancorp
Announces Improvement in Earnings for the Quarter
 Ended March 31, 2015

For Immediate Release
Tuesday April 14, 2015

Madison, Indiana – April 14, 2015– River Valley Bancorp (NASDAQ Capital Market, Symbol “RIVR”), an Indiana corporation (the “Corporation”) and holding company for River Valley Financial Bank (the “Bank”), based in Madison, Indiana announced today earnings for the first quarter ended March 31, 2015.

Net income for the quarter ended March 31, 2015 was $1,453,000 as compared to $1,066,000 reported for the quarter ended March 31, 2014 or approximately a 36% increase. Basic earnings per share for the quarter ended March 31, 2015 were $0.58 per share compared to $0.64 per share for the same period in 2014. For the quarter ended March 31, 2015, return on average assets was 1.15% and the return on average equity was 10.90%, which compares to 0.89% and 12.00%, respectively, for the quarter ended March 31, 2014. Earnings per share and the return on average equity for the 2015 periods declined as compared to comparable periods in 2014 due primarily to stock issued in the third quarter of 2014 as the result of a public offering.


Other financial highlights for the first quarter ended March 31, 2015 include:

·
Improving net interest margins, aided by recoveries of interest charged off in prior periods, provided a $471,000 increase in net interest income over the same period in 2014.
·
Net loans, including loans held for sale, increased approximately $15.7 million from those recorded as of March 31, 2014.
·
The provision for loan losses decreased by $75,000 from the first quarter ended March 31, 2014, as troubled assets and delinquency continued to improve.
·
Noninterest income increased by approximately $105,000 from the like period in 2014 primarily due to increased secondary lending activity and increases in deposit and loan fees.
·
Operating expenses in the 2015 period increased by approximately $170,000 with the addition of a new branch location in May 2014, and increases in other personnel and general administrative expenses.


Assets totaled $509.8 million as of March 31, 2015, a modest increase from total assets of $509.5 million at December 31, 2014, and a $25.9 million increase from the $483.9 million reported as of March 31, 2014. Net loans, including loans held for sale, were $328.3 million as of March 31, 2015, a decrease of $4.1 million from $332.4 million at December 31, 2014 and an increase of $15.7 million from $312.6 million as of March 31, 2014. Deposits totaled $391.3 million as of March 31, 2015, a decrease of $5.8 million from $397.1 million at December 31, 2014, and a decrease of $9.9 million from the March 31, 2014 balance of $401.2 million.
 


“We are pleased to announce an increase in our profitability. Given this prolonged low interest rate environment, most would view any gain as a victory. Our success is across a number of income and balance sheet components. Margins are positive to peer, loan growth is happening, and troubled or problematic assets continue to be cleared off the books with little new delinquency,” stated Matthew P. Forrester, President and Chief Executive Officer of River Valley Bancorp. Mr. Forrester further added, “The qualitative and quantitative aspects of the Corporation are strong, and we anxiously await the day when the general economic environment assists vs. deters that transformation as well.”

Total delinquency, including loans purchased with credit impairment, and defined as loans over 30 days past due as a percentage of total loans, were 2.04% for the period ended March 31, 2015, compared to 2.13% at December 31, 2014 and 2.74% as of March 31, 2014. The underlying percentages indicate that longer term delinquency (over 90 days) makes up all but 0.44% of the delinquency as of March 31, 2015. Non-performing loans, excluding loans purchased with credit impairment, to total loans outstanding were 2.63% as of March 31, 2015, as compared to 3.20% as of December 31, 2014, and 3.61% as of March 31, 2014.

The allowance for loan losses (ALL) stood at 1.10% of total outstanding loan balances as of March 31, 2015, compared to 1.19% at December 31, 2014 and 1.32% as of March 31, 2014. The ALL does not include amounts recognized as “fair market” adjustments on the loan portfolio acquired from Dupont State Bank in 2012. Those loans have a separate and identified “mark” at the time of acquisition and only new developments since the acquisition date to the loans in that portfolio are reflected in the provision for loan loss calculations.

Stockholders’ equity as of March 31, 2015 was $54.3 million, or 10.7% of assets. As of March 31, 2015, the Corporation and River Valley Financial Bank exceeded all three regulatory capital standards associated with a “well capitalized” institution.

The computed tangible common book value per share was $21.41 as of March 31, 2015, compared to $20.77 at December 31, 2014, and $19.85 at March 31, 2014.

The last reported closing price of “RIVR” stock on April 13, 2015 was at $22.52.


Forward-Looking Statements
This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include expressions such as "expects," "intends," "believes," and "should," which are necessarily statements of belief as to the expected outcomes of future events. Actual results could materially differ from those presented. The Corporation’s ability to predict future results involves a number of risks and uncertainties, some of which have been set forth in the most recent annual report on Form 10-K filed with the Securities and Exchange Commission. The Corporation undertakes no obligation to release revisions to these forward-looking statements or reflect events or circumstances after the date of this release.
 

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Selected Financial Information
(Dollar amounts in thousands, except per share amounts)

   
3 Months Ended
    
3 Months Ended
    
Year Ended
  
   
3-31-2015
     3-31-2014     12-31-2014  
                         
Assets
  
$
509,795
    
$
483,943
    
$
509,475
  
Net loans, including loans held for sale (net of ALL)
    
328,341
      
312,610
      
332,418
  
Allowance for loan losses (ALL)
    
3,654
      
4,196
      
4,005
  
Deposits
    
391,302
      
401,246
      
397,083
  
Borrowings and advances
    
58,911
      
42,717
      
54,872
  
Stockholders’ equity
    
54,339
      
36,107
      
52,742
  
                         
Total interest income
  
$
5,212
    
$
4,819
          
Interest expense
    
829
      
907
          
Net interest income
    
4,383
      
3,912
          
Total noninterest income
    
1,149
      
1,044
          
Gain (loss) on real estate held for sale
    
(24
)
    
(21
)
        
Noninterest expense
    
3,588
      
3,418
          
Provision for loan losses
    
99
      
174
          
Taxes
    
368
      
277
          
Net income
    
1,453
      
1,066
          
                         
ROAA
    
1.15
%
    
0.89
%
        
ROAE
    
10.90
%
    
12.00
%
        
Earnings per common share
  
$
0.58
    
$
0.64
          
Diluted earnings per common share
  
$
0.58
    
$
0.63
          
Book value per common share
    
21.62
      
20.25
          
Tangible book value per common share
    
21.41
      
19.85
          

 
Disclosure Regarding Non-GAAP Financial Measures
Certain information set forth in this press release refers to a financial measure determined by methods other than in accordance with GAAP. Specifically, we have included a non-GAAP financial measure of the tangible book value per common share. The Corporation believes that this non-GAAP financial measure is helpful to investors and provides a greater understanding of our business, although this measure is not necessarily comparable to similar measures that may be presented by other companies and it should not be considered in isolation or as a substitute for the related GAAP measure.
 

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The information below provides a reconciliation of the non-GAAP measure to the comparable GAAP measure.

   
At or For the Three Months
Ended March 31,
  
   
2015
    
2014
  
   
(In Thousands, Except Share Data)
  
         
Total stockholders’ equity
  
$
54,339
    
$
36,107
  
Less:
                
Preferred equity
    
-
      
5,000
  
Goodwill and intangible assets (not including deferred tax assets)
    
517
      
604
  
Tangible common equity
  
$
53,822
    
$
30,503
  
                 
Common shares outstanding at period end
    
2,513,696
      
1,536,306
  
                 
Book value per common share
  
$
21.62
    
$
20.25
  
Effect of intangible assets
    
(0.21
)
    
(0.39
)
Tangible book value per common share
  
$
21.41
    
$
19.85
  
 
Contact:
Matthew P. Forrester - President, CEO
 
River Valley Bancorp
 
812-273-4949
 

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