-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BDvSR9+wvms+ybE+iN3G7uQwy12WYicuYyXejK89MxvxV2Xjzq1iohKjLP3Y0DCp nvDTi3tqzJ1t+jeMP9DCFQ== 0000950156-08-000116.txt : 20080423 0000950156-08-000116.hdr.sgml : 20080423 20080423160209 ACCESSION NUMBER: 0000950156-08-000116 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080423 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080423 DATE AS OF CHANGE: 20080423 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WESTFIELD FINANCIAL INC CENTRAL INDEX KEY: 0001157647 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 000000000 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16767 FILM NUMBER: 08771864 BUSINESS ADDRESS: STREET 1: 141 ELM STREET CITY: WESTFIELD STATE: MA ZIP: 01085 BUSINESS PHONE: 4135681911 8-K 1 d69756_westf-8k.txt BODY OF FORM 8-K ================================================================================ 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): April 23, 2008 WESTFIELD FINANCIAL, INC. (Exact name of registrant as specified in its charter) Massachusetts 001-16767 73-1627673 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 141 Elm Street, Westfield, Massachusetts 01085 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (413) 568-1911 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)) ================================================================================ Item 2.02 Results of Operations and Financial Condition On April 23, 2008, Westfield Financial, Inc. (the "Company") issued a press release announcing its financial results for the quarter ended March 31, 2008. The press release also announced the declaration of regular and special dividends. The Board of Directors declared a regular cash dividend of $0.05 per share and a special cash dividend of $0.15 per share. A copy of the press release is attached as Exhibit No. 99.1. Item 9.01 Financial Statements and Exhibits (d) The following exhibit is furnished with this Report: Exhibit No. Description ----------- ----------- 99.1 Press release dated April 23, 2008. 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. WESTFIELD FINANCIAL, INC. By: /s/ Michael J. Janosco, Jr. --------------------------------- Name: Michael J. Janosco, Jr. Title: Chief Financial Officer Date: April 23, 2008 EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Press release dated April 23, 2008. EX-99 2 d69756-x99.txt EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE For further information contact: Donald A. Williams, Chairman & CEO Michael J. Janosco Jr., CFO 413-568-1911 Westfield Financial, Inc. Declares Regular and Special Dividends and Reports Results for the Quarter Ended March 31, 2008 Westfield, Massachusetts, April 23, 2008: Westfield Financial, Inc. (the "Company") (NASDAQ:WFD), the holding company for Westfield Bank (the "Bank"), reported net income of $1.9 million for the quarter ended March 31, 2008, compared to $2.0 million for the same period in 2007. This represents earnings of $0.06 per diluted share for the quarter ended March 31, 2008, compared to $0.07 per diluted share for the same period in 2007. The decrease in earnings was primarily the result of an increase in noninterest expense, partially offset by an increase in net interest and dividend income. For the three months ended March 31, 2008, noninterest expense was $5.8 million compared to $5.3 million for the same period in 2007. This was primarily due to an increase of $294,000 in salaries and benefits, which were $3.6 million for the three months ended March 31, 2008. The increase in salaries and benefits for the three months ended March 31, 2008 was primarily the result of an increase of $202,000 in expenses related to share-based compensation, due to new grants of restricted stock and stock options in the third quarter of 2007. In addition, expenses related to employee health insurance increased $57,000 due to normal increases in this area. Net interest income was $7.7 million for the three months ended March 31, 2008 and $7.5 million for the same period in 2007. The increase in net interest income was mainly due to a $75.9 million increase in average earning assets. The net interest margin, on a tax equivalent basis, was 3.16% for the three months ended March 31, 2008, compared to 3.34% for the same period in 2007. Westfield Financial, Inc. incurred a net loss of $10,000 on the sale and writedown of securities for the three months ended March 31, 2008. This was due to a writedown of $310,000 on preferred stock issued by Freddie Mac, a government-sponsored enterprise. Management deemed the value of this preferred stock to be other than temporarily impaired. The writedown was offset by net gains of $300,000 for the three months ended March 31, 2008 on the sale of other investment securities. There were no gains, losses, or writedowns related to investment securities for the same period in 2007. 1 Balance Sheet Growth Total assets increased $43.0 million to $1.1 billion at March 31, 2008 from $1.0 billion at December 31, 2007. Cash and cash equivalents increased $25.6 million to $63.2 million at March 31, 2008 from $37.6 million at December 31, 2007. The increase in cash and cash equivalents was primarily the result of cash flow received from the investment portfolio late in the first quarter of 2008. Management intends to reinvest some of these funds during the second quarter of 2008. Investment securities increased $11.6 million to $534.4 million at March 31, 2008 from $522.8 million at December 31, 2007. The increase in investment securities was the result of reinvesting funds from short-term borrowings and long-term debt as discussed below. Net loans increased by $3.2 million to $418.1 million at March 31, 2008 from $414.9 million at December 31, 2007. This was the result of increases in commercial and industrial loans and commercial real estate loans, partially offset by a decrease in residential real estate loans. Commercial and industrial loans increased $7.3 million to $123.8 million at March 31, 2008 from $116.5 million at December 31, 2007. Commercial real estate loans increased $2.1 million to $192.0 million at March 31, 2008. Residential real estate loans decreased by $5.4 million to $102.7 million at March 31, 2008. Asset growth was funded primarily through a $56.6 million increase in short-term borrowings and long-term debt, which totaled $196.8 million at March 31, 2008. This was primarily due to $48.5 million in new long-term debt, in the form of institutional repurchase agreements, at March 31, 2008. The slope of the yield curve provided opportunities to earn a spread by borrowing funds and reinvesting in loans and securities. Total deposits decreased $9.1 million to $593.6 million at March 31, 2008 from $602.7 million at December 31, 2007. The decrease in deposits was due to a decrease in time deposits and money market accounts, partially offset by an increase in regular savings and checking accounts. Time deposits decreased $16.6 million to $336.7 million at March 31, 2008. Management placed less emphasis on gathering time deposits in favor of using other types of funding, such as borrowings. Stockholders' equity at March 31, 2008 and December 31, 2007 was $281.9 million and $286.5 million, respectively, which represented 26.0% of total assets as of March 31, 2008 and 27.6% of total assets as of December 31, 2007. The change in stockholders' equity is comprised of the net repurchase of 361,958 shares for $3.7 million related to the stock repurchase plan, a dividend amounting to $1.5 million declared on January 22, 2008, partially offset by net income of $1.9 million for the three months ended March 31, 2008. 2 Credit Quality Nonperforming loans increased $1.8 million to $3.0 million at March 31, 2008 compared to $1.2 million at December 31, 2007. This represented 0.70% of total loans at March 31, 2008 and 0.29%, of total loans, at December 31, 2007. The increase was the result of a single agricultural commercial loan relationship of $1.8 million. The loan relationship is primarily secured by real estate. Management does not anticipate incurring significant losses on this relationship. The allowance for loan losses was $5.9 million at March 31, 2008 and $5.7 million at December 31, 2007. This represents 1.39% of total loans at March 31, 2008 and 1.36% of total loans at December 31, 2007. At these levels, the allowance for loan losses as a percentage of nonperforming loans was 199% at March 31, 2008 and 476% at December 31, 2007. Declaration of Regular and Special Dividends Donald A. Williams, Chairman and Chief Executive Officer stated, "On April 22, 2008, the Board of Directors declared a regular cash dividend of $0.05 per share and a special cash dividend of $0.15 per share. Both regular and special dividends are payable on May 22, 2008 to all shareholders of record on May 8, 2008." The Bank is headquartered in Westfield, Massachusetts and operates through 11 banking offices in Agawam, East Longmeadow, Holyoke, Southwick, Springfield, West Springfield and Westfield, Massachusetts. The Bank's deposits are insured by the Federal Deposit Insurance Corporation. The Company wishes to caution readers not to place undue reliance on any such forward-looking statements contained in this news release, which speak only as of the date made. The Company wishes to advise readers that the Company's actual results for future periods may differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company and the Bank do not undertake and specifically decline any obligation to publicly release the result of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events. 3 WESTFIELD FINANCIAL, INC. and SUBSIDIARIES Selected Consolidated Statement of Operations and Other Data ($ in thousands, except per share data) (Unaudited) Three Months Ended March 31, 2008 2007 ---- ---- Interest and dividend income $ 13,769 $ 12,844 Interest expense 6,061 5,323 ----------- ----------- Net interest and dividend income 7,708 7,521 Provision for loan losses 175 100 ----------- ----------- Net interest and dividend income after provision for loan losses 7,533 7,421 Noninterest income 865 819 Noninterest expense 5,784 5,306 ----------- ----------- Income before income taxes 2,614 2,934 Income taxes 753 913 ----------- ----------- Net income $ 1,861 $ 2,021 =========== =========== Basic earnings per share $ 0.06 $ 0.07 Average shares outstanding 29,477,668 30,103,285 Diluted earnings per share $ 0.06 $ 0.07 Diluted average shares outstanding 29,992,198 30,683,318 Other Data: Return on Average Assets (1) 0.71% 0.84% Return on Average Equity (1) 2.62% 2.81% Net Interest Margin (2) 3.16% 3.34% (1) Three month results have been annualized. (2) Net interest margin is calculated on a tax equivalent basis. 4 WESTFIELD FINANCIAL, INC. and SUBSIDIARIES Selected Consolidated Balance Sheet and Other Data ($ in thousands, except per share data) (Unaudited) March 31, December 31, 2008 2007 ---- ---- Total assets $1,082,735 $1,039,784 Securities held to maturity 273,905 278,619 Securities available for sale 260,531 244,229 Stock in Federal Home Loan Bank of Boston and other stock 7,871 7,510 Loans 424,053 420,628 Allowance for loan losses 5,908 5,726 ---------- ---------- Net loans 418,145 414,902 Total deposits 593,582 602,676 Short-term borrowings 48,339 35,268 Long-term debt 148,500 105,000 Stockholders' equity 281,909 286,532 Book value per share 8.93 8.97 Other Data: Nonperforming loans $ 2,963 $ 1,202 Nonperforming loans as a percentage of total assets 0.27% 0.12% Nonperforming loans as a percentage of total loans 0.70% 0.29% Allowance for loan losses as a percent of nonperforming loans 199% 476% Allowance for loan losses as a percentage of total loans 1.39% 1.36% 5 -----END PRIVACY-ENHANCED MESSAGE-----