EVBN Evans Bancorp Inc

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

Evans Bancorp, Inc.
‎_______________________________________
‎(Exact Name of Registrant as Specified in Charter)

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:

☐  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:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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.

On October 31, 2024, Evans Bancorp, Inc. (“the Company”) issued a press release setting forth its results of operations and financial condition for the third quarter of 2024. A copy of that press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1 – Press Release of Evans Bancorp, Inc. dated October 31, 2024

Exhibit 104 – The cover page from this Current Report on Form 8-K, formatted in Inline XBRL
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The information in Item 2.02 of this Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing. Neither the filing or furnishing of any exhibit to this report nor the inclusion in such exhibits of a reference to the Company’s Internet address shall, under any circumstances, be deemed to incorporate the information available at such address into this report. Information available at the Company’s Internet address is not part of this report.

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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 hereunto duly authorized.

FOR IMMEDIATE RELEASE

Evans Bancorp Reports Net Income of $2.9 Million
In Third Quarter 2024

WILLIAMSVILLE, NY, October 31, 2024 – Evans Bancorp, Inc. (the “Company” or “Evans”) (NYSE American: EVBN), a community financial services company serving Western New York since 1920, today reported results of operations for the third quarter ended September 30, 2024. The prior-year period includes business activity relating to The Evans Agency (“TEA”) prior to the sale to Arthur J. Gallagher & Co. on November 30, 2023.

HIGHLIGHTS

Net income of $2.9 million, or $0.53 per diluted share, in the third quarter of 2024 was flat sequentially and reflected higher net interest income of $0.7 million and an increase in non-interest income of $0.6 million offset by higher provision for credit losses of $0.3 million and an increase in non-interest expense of $1.0 million, which included $0.6 million of merger related costs.  Last year’s third quarter had net income of $3.6 million, or $0.66 per diluted share.  The change from the prior-year period reflected higher net interest income of $0.8 million, which was more than offset by the impact of the sale of TEA in 2023.  Return on average equity was 6.44% for the third quarter of 2024, compared with 6.76% in the second quarter of 2024 and 9.06% in the third quarter of 2023.

David J. Nasca, President and CEO of Evans Bancorp, Inc., commented, “Evans delivered solid third quarter performance as the rate environment began to improve, driven by growth in our lending portfolio, and deposits, an expanded net interest margin, and continued expense management discipline.  We additionally benefited from the sale of an OREO property during the quarter, which boosted non-interest income and helped offset the initial $0.6 million in merger-related costs incurred.

“As we look ahead, we are excited about the future for Evans as we join with NBT Bancorp. This partnership provides a tremendous opportunity to scale our service to customers and communities by leveraging NBT's strong regional presence and shared community banking values. Together, we are well positioned to deliver long-term value to our shareholders and continue our tradition of supporting the local markets we serve.”

On September 9, 2024, NBT Bancorp Inc. (“NBT”) (Nasdaq: NBTB) and Evans announced that they entered into a definitive agreement pursuant to which Evans will merge with and into NBT.  In accord with the merger agreement, NBT will acquire 100% of the outstanding shares of Evans in exchange for common shares of NBT. The exchange ratio will be fixed at 0.91 NBT shares for each share of Evans, resulting in an aggregate transaction value of approximately $236 million based on NBT’s closing stock price of $46.28 on September 6,

2024. The merger was unanimously approved by the Boards of Directors of both companies. The merger is expected to close in the second quarter of 2025, subject to the satisfaction of customary closing conditions, including approval by the shareholders of Evans and the receipt of required regulatory approvals.



Net interest income of $15.0 million increased $0.7 million, or 5%, over the second quarter of 2024 due to higher average loans originated and the Company’s investment strategy to strengthen the balance sheet at the end of the first quarter of 2024.  Compared with last year’s third quarter, net interest income was higher by $0.8 million, or 6%, due to higher average loan balances and the stabilization of the net interest margin. 

Third quarter net interest margin of 2.80% increased 9 basis points from the trailing second quarter and was up 1 basis point over the prior-year period.  The yield on loans increased 17 basis points compared with the second quarter and was up 55 basis points year-over-year.  The cost of interest-bearing liabilities was 3.28% compared with 3.27% in the second quarter of 2024 and 2.59% in the third quarter of 2023.

The $0.6 million provision for credit losses in the third quarter was due to loan growth as well as slower prepayment rates.  The increase in non-performing loans of $7.5 million during the quarter was due largely to one loan that is 90 days past due and still accruing that is expected to be renewed early in the fourth quarter.





















Total non-interest income increased $0.6 million from the sequential quarter due to a gain on the sale of the one property that the Company had in other real estate owned at the end of the second quarter of 2024.   That gain was recognized in the other income category.

The $2.6 million reduction in non-interest income from the prior-year period was due to lower insurance service and fee revenue of $3.3 million driven by the sale of TEA, partially offset by the sale of the other real estate owned.









Non-interest expenses increased $1.0 million from the sequential quarter, which included $0.6 million of merger related expenses in support of the planned merger with NBT.   

Salaries and employee benefits, the largest component of non-interest expenses, were up $0.2 million, or 3% from the second quarter of 2024 and down $1.2 million, or 14%, from the prior-year period.  Included in salaries and employee benefits during the third quarter of 2024 was the funding of employee’s health savings accounts.  Compared with last year’s third quarter, the decrease was primarily due to salaries and employee benefit expenses related to TEA of $1.5 million, offset by merit increases given in the beginning of the current year.     

The Company’s GAAP efficiency ratio, or noninterest expenses divided by the sum of net interest income and noninterest income, was 75.32% in the third quarter of 2024, 75.11% in the second quarter of 2024, and 72.72% in the third quarter of 2023.   

Income tax expense was $0.9 million, for an effective tax rate of 24.2%, in the third quarter of 2024 compared with 23.8% in the second quarter of 2024 and 26.2% in last year’s third quarter. 

Balance Sheet Highlights 

Total assets were $2.28 billion as of September 30, 2024, an increase of $171 million, or 8%, since December 31, 2023, and were up $105 million, or 5%, since September 30, 2023.  Interest-bearing deposits at banks increased $103 million and $100 million, respectively, from the comparative periods.  In addition, loan growth was $67 million, or 4%, since year end 2023 and $84 million, or 5%, when compared with the prior-year period. 

Investment securities were $276 million at September 30, 2024, $8 million higher than the end of the second quarter of 2024 and $61 million lower than the end of last year’s third quarter.  The Company sold $78 million of investment securities during the fourth quarter of 2023 and used the proceeds to reduce short-term borrowings. The primary objectives of the Company’s investment portfolio are to provide liquidity, secure municipal deposits, and maximize income while preserving the safety of principal.  The Company has the positive intent and ability to hold the remaining portfolio through recovery of value.      

Total deposits of $1.90 billion increased $182 million, or 11%, from December 31, 2023, and were up $95 million, or 5%, from the end of last year’s third quarter. 

At September 30, 2024, Evans had $40 million borrowed at FHLB.  Given the current collateral available at FHLB, advances up to $373 million can be drawn on the FHLB via the Company’s overnight line of credit.  Additionally, Evans has the ability to borrow from the Federal Reserve.  At September 30, 2024, Evans had $88 million in short-term borrowings with the Federal Reserve and $8 million in additional availability to borrow against collateral.

Capital Management

The Company has consistently maintained regulatory capital ratios measurably above the Federal “well capitalized” standard, including a Tier 1 leverage ratio of 10.01% at September 30, 2024 compared with 10.04% at June 30, 2024 and 9.40% at September 30, 2023. 

Book value per share was $33.58 at September 30, 2024 compared with $32.15 at June 30, 2024 and
$27.52 at September 30, 2023.  Reflected in the book value changes are the Federal Reserve’s aggressive interest rate hikes that have resulted in significant unrealized losses on investment securities.  As of September 30, 2024, this amounted to $6.36 per share impact to book value.  Such unrealized gains and losses are due to changes in interest rates and represent the difference, net of applicable income tax effect, between the estimated fair value and amortized cost of investment securities classified as available-for-sale. 

Non-GAAP tangible book value per share was $33.25 at September 30, 2024 compared with $31.81 at June 30, 2024 and $25.04 at September 30, 2023. The increase over the prior-year period reflected the sale of TEA, which resulted in significant value creation including growth in tangible book value.

On August 21, 2024, the Company declared a cash dividend of $0.66 per common share, which was paid on October 10, 2024.

About Evans Bancorp, Inc.

Evans Bancorp, Inc. is a financial holding company and the parent company of Evans Bank, N.A., a commercial bank with $2.3 billion in assets and $1.9 billion in deposits at September 30, 2024.  Evans Bank is a full-service community bank with 18 branches providing comprehensive financial services to consumer, business and municipal customers throughout Western New York.  Evans Investment Services provides non-deposit investment products, such as annuities and mutual funds.

Evans Bancorp, Inc. and Evans Bank routinely post news and other important information on their websites, at www.evansbancorp.com and www.evansbank.com.

Safe Harbor Statement:  This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  Such forward-looking statements include, but are not limited to, statements concerning future business, revenue and earnings.  These statements are not historical facts or guarantees of future performance, events or results.  There are risks, uncertainties and other factors that could cause the actual results of Evans Bancorp to differ materially from the results expressed or implied by such statements.  Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include the impacts from competitive pressures among financial services companies, interest rate trends, general economic conditions, changes in legislation or regulatory requirements, effectiveness at achieving stated goals and strategies, and difficulties in achieving operating efficiencies.  These risks and uncertainties are more fully described in Evans Bancorp’s Annual and Quarterly Reports filed with the Securities and Exchange Commission.  Forward-looking statements speak only as of the date they are made.  Evans Bancorp undertakes no obligation to publicly update or revise forward-looking information, whether as a result of new, updated information, future events or otherwise.