8-K

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: April 9, 2019

Century Bancorp, Inc.

(Exact name of registrant as specified in its charter)

Massachusetts	0-15752	04-2498617
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification No.)
400 Mystic Avenue Medford, MA		02155
(Address of principal executive offices)		(Zip Code)

(781) 391-4000

(Registrant’s telephone number, including area code)

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

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))

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 2.02 Results of Operations and Financial Condition

The following information is furnished under Item 2.02 - “Results of Operations and Financial Condition” and such information, including the exhibits attached hereto, shall not be deemed “filed” for any purpose, including for the 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. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing.

On April 9, 2019, Century Bancorp, Inc. issued a press release, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference, announcing its earnings for the first quarter ended March 31, 2019 and the declaration of a regular quarterly dividend on Century Bancorp Inc.’s Class A and Class B common stock.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Century Bancorp, Inc. press release dated April 9, 2019.

SIGNATURES

Pursuant to the requirement of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CENTURY BANCORP, INC.

/s/ William P. Hornby

William P. Hornby, CPA

Chief Financial Officer and Treasurer

Dated: April 10, 2019

EX-99.1

Exhibit 99.1

NEWS RELEASE

FOR IMMEDIATE RELEASE

Contact:	William P. Hornby, CPA
	whornby@centurybank.com
Phone:	781-393-4630
Fax:	781-393-4071

CENTURY BANCORP, INC. ANNOUNCES INCREASED EARNINGS FOR Q1 2019 UP 22.2%; ASSET GROWTH TO RECORD $5.3 BB; REGULAR DIVIDEND DECLARED

Medford, MA, April 9, 2019—Century Bancorp, Inc. (NASDAQ:CNBKA) (www.centurybank.com) (“the Company”) today announced net income of $9.4 million for the quarter ended March 31, 2019, or $1.69 per Class A share diluted, an increase of 22.2% compared to net income of $7.7 million, or $1.38 per Class A share diluted, for the same period a year ago. Total assets increased 2.8% from $5.16 billion at December 31, 2018 to $5.31 billion at March 31, 2019.

Net interest income totaled $23.4 million for the quarter ended March 31, 2019 compared to $22.5 million for the same period in 2018. The 4.3% increase in net interest income for the period is primarily due to an increase in average earning assets. The net interest margin decreased from 2.19% on a fully taxable equivalent basis in 2018 to 2.11% for the same period in 2019. This was primarily the result of increased rates paid on deposits. The average balances of earning assets increased by 8.7% combined with an average yield increase of 0.40%, resulting in an increase in interest income of $7.6 million. The average balance of interest bearing liabilities increased 7.7% combined with an average cost of funds increase of 0.61%, resulting in an increase in interest expense of $6.7 million.

The Company’s effective tax rate decreased from 6.1% for the quarter ended March 31, 2018 to (1.3%) for the same period in 2019. This was primarily as a result of a reduction in tax accruals related to sequestration of the refundable portion of our alternative minimum tax (AMT) credit carryforward. On January 14, 2019, the IRS updated its announcement “Effect of Sequestration on the Alternative Minimum Tax Credit for Corporations” to clarify that refundable AMT credits under Section 53(e) of the Internal Revenue Code are not subject to sequestration for taxable years beginning after December 31, 2017. Therefore, the full amount of the AMT credit carryover will be refunded to the Company.

-more-

At March 31, 2019, total equity was $309.3 million compared to $300.4 million at December 31, 2018. The Company’s equity increased primarily as a result of earnings, offset somewhat by dividends paid.

The Company’s leverage ratio stood at 6.92% at March 31, 2019, compared to 6.91% at December 31, 2018. The increase in the leverage ratio was due to an increase in stockholders’ equity, offset somewhat by an increase in quarterly average assets. Book value as of March 31, 2019 was $55.55 per share compared to $53.96 at December 31, 2018.

The Company’s allowance for loan losses was $28.8 million or 1.25% of loans outstanding at March 31, 2019 compared to $28.5 million or 1.25% of loans outstanding at December 31, 2018, and $26.7 million or 1.22% of loans outstanding at March 31, 2018. The ratio of the allowance for loan losses to loans outstanding has increased from the same period last year, primarily as a result of changes in qualitative factors related to general economic factors pertaining to certain industries. Non-performing assets totaled $3.7 million at March 31, 2019, compared to $3.5 million at December 31, 2018, and $1.4 million at March 31, 2018. Nonperforming assets increased from the same period last year, mainly as a result of one residential real estate property classified as other real estate owned.

The Company’s Board of Directors voted a regular quarterly dividend of 12.00 cents ($0.12) per share on the Company’s Class A common stock, and 6.00 cents ($0.06) per share on the Company’s Class B common stock. The dividends were declared payable May 15, 2019 to stockholders of record on May 1, 2019.

The Company, through its subsidiary bank, Century Bank and Trust Company, a state chartered full service commercial bank, operating twenty-seven full-service branches in the Greater Boston area, offers a full range of Business, Personal and Institutional Services.

Century Bank and Trust Company is a member of the FDIC and is an Equal Housing Lender.

This press release contains certain “forward-looking statements” with respect to the financial condition, results of operations and business of the Company. Actual results may differ from those contemplated by these statements. The Company wishes to caution readers not to place undue reliance on any forward-looking statements. The Company disclaims any intent or obligation to update publicly any such forward-looking statements, whether in response to new information, future events or otherwise.

Century Bancorp, Inc. and Subsidiaries

Consolidated Comparative Statements of Condition (unaudited)

(in thousands)

	March 31,		December 31,
Assets	2019		2018
Cash and Due From Banks	$	77,121	$	89,540
Federal Funds Sold and Interest-bearing Deposits In Other Banks		301,240		252,963
Securities Available-for-Sale (AFS)		346,707		338,327
Securities Held-to-Maturity		2,110,555		2,046,647
Federal Home Loan Bank of Boston stock, at cost		14,244		17,974
Loans:
Commercial & Industrial		767,455		761,775
Municipal		105,269		97,140
Construction & Land Development		13,305		13,628
Commercial Real Estate		746,703		750,362
Residential Real Estate		349,966		348,250
Consumer and Other		22,123		22,083
Home Equity		305,839		292,340
Total Loans		2,310,660		2,285,578
Less: Allowance for Loan Losses		28,848		28,543
Net Loans		2,281,812		2,257,035
Bank Premises and Equipment, net		24,494		23,921
Accrued Interest Receivable		14,464		14,406
Goodwill		2,714		2,714
Other Assets		132,715		120,408
Total Assets	$	5,306,066	$	5,163,935
Liabilities
Demand Deposits	$	764,545	$	813,478
Interest Bearing Deposits:
Savings and NOW Deposits		1,783,987		1,707,019
Money Market Accounts		1,359,016		1,325,888
Time Deposits		542,079		560,579
Total Interest Bearing Deposits		3,685,082		3,593,486
Total Deposits		4,449,627		4,406,964
Borrowed Funds:
Securities Sold Under Agreements to Repurchase		164,500		154,240
Other Borrowed Funds		257,148		202,378
Total Borrowed Funds		421,648		356,618
Other Liabilities		89,384		63,831
Subordinated Debentures		36,083		36,083
Total Liabilities		4,996,742		4,863,496
Total Stockholders’ Equity		309,324		300,439
Total Liabilities & Stockholders’ Equity	$	5,306,066	$	5,163,935

Century Bancorp, Inc. and Subsidiaries

Consolidated Comparative Statements of Income (unaudited)

For the Quarter ended March 31, 2019 and 2018

(in thousands)

	Quarter ended March 31,
	2019			2018
Interest Income:
Loans	$	21,309		$	18,267
Securities Held-to-Maturity		13,788			10,288
Securities Available-for-Sale		2,631			1,992
Federal Funds Sold and Interest-bearing Deposits In Other Banks		1,349			883
Total Interest Income		39,077			31,430
Interest Expense:
Savings and NOW Deposits		5,466			2,223
Money Market Accounts		5,343			2,453
Time Deposits		2,793			2,363
Securities Sold Under Agreements to Repurchase		385			181
Other Borrowed Funds and Subordinated Debentures		1,652			1,742
Total Interest Expense		15,639			8,962
Net Interest Income		23,438			22,468
Provision For Loan Losses		375			450
Net Interest Income After
Provision for Loan Losses		23,063			22,018
Other Operating Income
Service Charges on Deposit Accounts		2,209			2,067
Lockbox Fees		1,089			791
Net Gain on Sales of Loans		15			—
Net Gain on Sales of Securities		—			197
Other Income		1,114			1,138
Total Other Operating Income		4,427			4,193
Operating Expenses
Salaries and Employee Benefits		11,035			11,225
Occupancy		1,701			1,637
Equipment		783			794
FDIC Assessment		373			383
Other		4,298			3,962
Total Operating Expenses		18,190			18,001
Income Before Income Taxes		9,300			8,210
Income Tax (Benefit) Expense		(118	)		501
Net Income	$	9,418		$	7,709

Century Bancorp, Inc. and Subsidiaries    

Consolidated Year-to-Date Average Comparative Statements of Condition (unaudited)

(in thousands)    

	March 31,			March 31,
	2019			2018
Assets
Cash and Due From Banks	$	74,836		$	72,612
Federal Funds Sold and Interest-Bearing Deposits in Other Banks		225,870			230,194
Securities Available-For-Sale (AFS)		351,869			406,087
Securities Held-to-Maturity (HTM)		2,078,626			1,741,492
Total Loans		2,292,606			2,175,170
Less: Allowance for Loan Losses		28,708			26,546
Net Loans		2,263,898			2,148,624
Unrealized (Loss)Gain on Securities AFS and HTM Transfers		(3,562	)		(4,586	)
Bank Premises and Equipment		24,164			23,430
Accrued Interest Receivable		14,147			10,731
Goodwill		2,714			2,714
Other Assets		134,962			123,550
Total Assets	$	5,167,524		$	4,754,848
Liabilities
Demand Deposits	$	782,794		$	706,959
Interest Bearing Deposits:
Savings and NOW Deposits		1,812,119			1,494,919
Money Market Accounts		1,271,707			1,180,436
Time Deposits		516,781			604,814
Total Interest Bearing Deposits		3,600,607			3,280,169
Total Deposits		4,383,401			3,987,128
Borrowed Funds:
Securities Sold Under Agreements to Repurchase		168,447			160,223
Other Borrowed Funds		195,837			238,260
Total Borrowed Funds		364,284			398,483
Other Liabilities		79,156			69,218
Subordinated Debentures		36,083			36,083
Total Liabilities		4,862,924			4,490,912
Total Stockholders’ Equity		304,600			263,936
Total Liabilities & Stockholders’ Equity	$	5,167,524		$	4,754,848
Total Average Earning Assets - QTD	$	4,948,971		$	4,552,943

Century Bancorp, Inc. and Subsidiaries    

Consolidated Selected Key Financial Information (unaudited)

(in thousands, except share data)    

	March 31,			March 31,
	2019			2018
Performance Measures:
Earnings per average Class A share, diluted, quarter	$	1.69		$	1.38
Return on average assets, quarter		0.74	%		0.66	%
Return on average stockholders’ equity, quarter		12.54	%		11.85	%
Net interest margin (taxable equivalent), quarter		2.11	%		2.19	%
Efficiency ratio, quarter- Non-GAAP (1)		60.3	%		62.6	%
Book value per share	$	55.55		$	48.17
Tangible book value per share - Non-GAAP (1)	$	55.07		$	47.68
Capital / assets		5.83	%		5.61	%
Tangible capital / tangible assets - Non-GAAP (1)		5.78	%		5.56	%
Common Share Data:
Average Class A shares outstanding, diluted, quarter		5,567,909			5,567,909
Shares outstanding Class A		3,610,329			3,608,029
Shares outstanding Class B		1,957,580			1,959,880
Total shares outstanding at period end		5,567,909			5,567,909
Asset Quality and Other Data:
Allowance for loan losses / loans		1.25	%		1.22	%
Nonaccrual loans	$	1,502		$	1,386
Nonperforming assets	$	3,727		$	1,386
Loans 90 days past due and still accruing	$	—		$	—
Accruing troubled debt restructures	$	2,542		$	5,415
Net charge-offs(recoveries), quarter	$	70		$	10
Leverage ratio		6.92	%		6.77	%
Common equity tier 1 risk weighted capital ratio		11.49	%		10.79	%
Tier 1 risk weighted capital ratio		12.74	%		12.10	%
Total risk weighted capital ratio		13.76	%		13.10	%
Total risk weighted assets	$	2,808,321		$	2,660,535
(1) Non-GAAP Financial Measures are reconciled in the following tables:
Calculation of Efficiency ratio:
Total operating expenses(numerator)	$	18,190		$	18,001
Net interest income	$	23,438		$	22,468
Total other operating income		4,427			4,193
Tax equivalent adjustment		2,294			2,077
Total income(denominator)	$	30,159		$	28,738
Efficiency ratio, quarter - Non-GAAP		60.3	%		62.6	%
Calculation of tangible book value per share:
Total stockholders’ equity	$	309,324		$	268,200
Less: goodwill		2,714			2,714
Tangible stockholders’ equity(numerator)	$	306,610		$	265,486
Total shares outstanding at period end(denominator)		5,567,909			5,567,909
Tangible book value per share - Non-GAAP	$	55.07		$	47.68
Book value per share - GAAP	$	55.55		$	48.17
Calculation of tangible capital / tangible assets:
Total stockholders’ equity	$	309,324		$	268,200
Less: goodwill		2,714			2,714
Tangible stockholders’ equity(numerator)	$	306,610		$	265,486
Total assets	$	5,306,066		$	4,776,682
Less: goodwill		2,714			2,714
Tangible assets(denominator)	$	5,303,352		$	4,773,968
Tangible capital / tangible assets - Non-GAAP		5.78	%		5.56	%
Capital / assets - GAAP		5.83	%		5.61	%