RALEIGH, N.C., Oct. 31, 2017 (GLOBE NEWSWIRE) -- West Town Bancorp, Inc. (OTC PINK:WTWB) (the “Company” or “West Town”), the multi-bank holding company for West Town Bank & Trust and Sound Bank, announced today its financial results for the quarter ended September 30, 2017.  Highlights for the third quarter of 2017 include the following:

• Net income of $947,000, or $0.56 per diluted share, compared to $837,000 or $0.58 per diluted share for the third quarter of 2016.

• Return on average assets of 1.09%, compared to 1.33% for third quarter of 2016.
• Return on average common equity of 9.20%, compared to 12.71% for the third quarter of 2016.
• Return on average tangible common equity of 9.99%, compared to 12.71% for third quarter of 2016.
• West Town Bank & Trust earned net income totaling $887,000 for the third quarter of 2017, resulting in a return on average assets of 1.29% and a return on average common equity of 12.02%.
• Sound Bank contributed net income of $135,000 for the third quarter of 2017 resulting in a return on average assets of 0.83% and a return on average common equity of 6.51%.  Due to acquisition on August 31, 2017, third quarter earnings only include the month of September 2017.

 • Completed acquisition of Sound Banking Company on August 31, 2017.

• In connection with the acquisition, the Company made the strategic decision to operate as a multi-bank holding company with two separately chartered banking subsidiaries.
• Pursuant to the merger agreement, each share of Sound Banking Company common stock was converted into the right to receive either $12.75 in cash or 0.60 shares of West Town voting common stock.  Shareholders had the opportunity to elect between West Town common stock, cash or a combination of West Town stock and cash, subject to the limitation that 65% of Sound Banking Company shares would be converted to West Town stock and 35% of shares would be converted to the cash consideration.  The election period ended on October 9, 2017 with approximately 83% of Sound Banking Company shareholders making an election (“Electors”).
  • The Electors elected 75.5% stock and 7.5% cash.  As a result of the 65% stock limitation, the stock election was prorated using a proration factor of 0.86.
  • All Sound Banking Company shareholders who did not make an election received the cash merger consideration.
• As of the acquisition date, Sound Banking Company had total assets of $190,298,000, including $152,572,000 in loans and $171,486,000 in deposits. 
• In connection with the acquisition, goodwill totaling $7,399,000 and a core deposit intangible totaling $2,510,000 was recorded by Sound Bank.
• The operating results of West Town for the period ended September 30, 2017 include the results of Sound Bank subsequent to the acquisition date of August 31, 2017.  The conversion of Sound Bank’s computer systems occurred in October 2017.

 • Closed on private placement of securities with aggregate gross proceeds of approximately $17.5 million and a $4.0 million debt facility with The Private Bank.

• Issued 453,490 shares of West Town voting common stock, $1.00 par value, at a purchase price of $23.00 per share.
• Issued 30,738 shares of a non-voting, convertible perpetual preferred stock, Series A, $100.00 par value, at a purchase price of $230.00 per share.
• Issued a warrant to purchase 43,478 shares of West Town common stock, $1.00 par value, at a purchase price of $23.00 per share.  The warrant expires on August 31, 2022.
• The Company down-streamed $6.0 million to West Town Bank & Trust and $2.0 million to Sound Bank during September 2017 to further strengthen bank capital ratios and support continued growth.
  • West Town Bank & Trust plans on leveraging down-streamed capital by funding and holding whole loans (SBA/USDA) for the entire 4^th quarter and then resume the sale of the guaranteed portion of these loans into the secondary market in the first quarter of 2018.  This will impact short-term earnings, but will enhance our earning assets and consequently the overall earnings profile of West Town Bank & Trust and the Company.

                         
 Financial Performance (Consolidated)

In thousands, except per share data		Three Months Ended																			Nine Months Ended
		9/30/17			6/30/17			3/31/17			12/31/16			9/30/16							9/30/17			9/30/16
Interest income
Interest and fees on loans	$	4,223		$	3,288		$	3,373		$	3,311		$	3,111						$	10,884		$	8,584
Investment securities & deposits		142			78			73			55			58							293			153
Total interest income		4,365			3,366			3,446			3,366			3,169							11,177			8,737
Interest expense
Interest on deposits		712			684			677			674			594							2,073			1,679
Interest on borrowed funds		102			92			56			38			39							250			80
Total interest expense		814			776			733			712			633							2,323			1,759
Net interest income		3,551			2,590			2,713			2,654			2,536							8,854			6,979
Provision for loan losses		491			281			276			570			225							1,048			749
Noninterest income
Government lending revenue		1,537			730			1,636			2,111			1,651							3,903			5,017
Mortgage revenue		699			1,938			1,555			1,809			2,406							4,192			6,730
Service charge revenue		89			15			17			21			25							121			84
Bank owned life insurance income		42			37			31			32			34							110			107
Income from Windsor		519			573			205			0			0							1,297			0
Gain (loss) on sale of securities		(7)			0			0			2			0							(7)			(2)
Other noninterest income		134			119			112			118			135							365			540
Total noninterest income		3,013			3,412			3,556			4,093			4,251							9,981			12,476
Noninterest expense
Compensation		2,481			2,812			2,801			3,525			3,075							8,094			8,767
Occupancy and equipment		303			314			366			331			328							983			1,005
Loan, foreclosure and OREO		287			408			19			275			606							714			1,321
Professional services		155			404			258			1,606			393							817			916
Data processing		247			143			148			303			168							538			612
Communication		112			85			84			106			82							281			266
Advertising		91			77			92			185			118							260			481
Transaction-related expenses		231			125			172			176			122							528			122
Other operating expense		547			438			482			488			269							1,467			1,167
Total noninterest expense		4,454			4,806			4,422			6,995			5,161							13,682			14,657
Income before income taxes		1,619			915			1,571			(818)			1,401							4,105			4,048
Income tax expense		672			401			692			(281)			564							1,765			1,711
Net income (loss)	$	947		$	514		$	879		$	(537)		$	837						$	2,340		$	2,337
Basic earnings (loss) per common share (1)	$	0.59		$	0.35		$	0.60		$	(0.39)		$	0.60						$	1.54		$	1.70
Diluted earnings (loss) per common share (1)	$	0.56		$	0.34		$	0.57		$	(0.38)		$	0.58						$	1.47		$	1.62
Weighted average common shares outstanding (1)		1,626			1,467			1,465			1,380			1,375							1,597			1,373
Diluted average common shares outstanding (1)		1,932			1,534			1,531			1,445			1,445							1,667			1,446

Performance Ratios

	Three Months Ended																Nine Months Ended
		9/30/17			6/30/17			3/31/17			12/31/16			9/30/16				9/30/17			9/30/16
PER COMMON SHARE
Basic earnings (loss) per common share	$	0.59		$	0.35		$	0.60		$	(0.39)		$	0.60			$	1.54		$	1.70
Diluted earnings (loss) per common share	$	0.56		$	0.34		$	0.57		$	(0.38)		$	0.58			$	1.47		$	1.62
Book value per common share (1)	$	24.65		$	20.04		$	19.67		$	19.11		$	19.35			$	24.65		$	19.35
Tangible book value per common share (1)	$	20.90		$	20.04		$	19.67		$	19.11		$	19.35			$	20.90		$	19.35
FINANCIAL RATIOS (ANNUALIZED)
Return on average assets		1.09%			0.75%			1.31%			(0.80%)			1.34%				1.05%			1.34%
Return on average shareholders’ equity		9.20%			6.96%			12.57%			(7.82%)			12.70%				9.49%			12.39%
Return on tangible common equity		9.99%			6.96%			12.57%			(7.82%)			12.70%				9.81%			12.39%
Net interest margin (FTE)		4.58%			4.27%			4.46%			4.33%			4.47%				4.45%			4.41%
Efficiency ratio		67.8%			80.1%			70.5%			103.7%			76.0%				72.6%			75.3%

(1)

Calculation of book value per common share and tangible book value per common share includes the 698,580 shares that were issued in October 2017 for the Sound Bank acquisition. While these shares are not issued and outstanding as of September 30, 2017, and thus not included for EPS purposes, the equity related to the Sound Bank acquisition is included in the Company’s financial statements; therefore, the Company believes book value is more accurately presented in this manner.

Eric Bergevin, President and CEO commented, “We are pleased to report another quarter of strong earnings and growth.  We continue to see positive results from the execution of our 2017 strategic initiatives, including the Windsor Advantage LLC (“Windsor”) investment made earlier this year, the acquisition of Sound Bank completed in the third quarter and the completion of the private placement in the third quarter.  We have shifted our governmental guaranteed lending strategy in the fourth quarter for West Town Bank & Trust to originate and hold whole loans, including the guaranteed portion of the new originations for a period of time to leverage our increased capital.  This shift in strategy will notably reduce short-term profitability, but will enhance the earnings profile for the bank.  It is not anticipated that the seasoning of these loans on our balance sheet will materially impact the gain on sale premium when we resume selling these loans in 90 – 120 days, but will result in a larger balance sheet producing heightened levels of interest income on a go-forward basis.  We extend a special welcome to the customers and shareholders of Sound Bank and are pleased to report that we successfully completed the conversion of the Sound Bank computer systems earlier this month.”

Noninterest Income and Expense Data (Consolidated)

In thousands	Three Months Ended																Nine Months Ended
		9/30/17			6/30/17			3/31/17			12/31/16			9/30/16				9/30/17			9/30/16
Noninterest income
Government lending revenue	$	1,537		$	730		$	1,636		$	2,111		$	1,651			$	3,903		$	5,017
Mortgage revenue		699			1,938			1,555			1,809			2,406				4,192			6,730
Service charge revenue		89			15			17			21			25				121			84
Bank owned life insurance income		42			37			31			32			34				110			107
Income from Windsor		519			573			205			0			0				1,297			0
Gain (loss) on sale of securities		(7)			0			0			2			0				(7)			(2)
Other noninterest income		134			119			113			118			135				365			540
Total noninterest income		3,013			3,412			3,557			4,093			4,251				9,981			12,476
Noninterest expense
Compensation		2,481			2,812			2,801			3,525			3,075				8,094			8,767
Occupancy and equipment		303			314			366			331			328				983			1,005
Loan, foreclosure and OREO		287			408			19			275			606				714			1,321
Professional services		155			404			258			1,606			393				817			916
Data processing		247			143			148			303			168				538			612
Communication		112			85			84			106			82				281			266
Advertising		91			77			92			185			118				260			481
Transaction-related expenses		231			125			172			176			122				528			122
Other operating expense		547			438			482			488			269				1,467			1,167
Total noninterest expense		4,454			4,806			4,422			6,995			5,161				13,682			14,657

Total noninterest income for the third quarter of 2017 was $3,013,000, a decrease from $3,412,000 for the second quarter.  The decrease in non-interest income was due to decreased revenue from mortgage operations as a result of the strategic decision to curtail the West Town Bank & Trust’s national mortgage operations that were primarily dependent on refinance loans.  On June 30, 2017, West Town Bank & Trust divested five of its out of market loan production offices and downsized its corresponding operational staff in the mortgage administrative offices.  West Town Bank & Trust has shifted its focus to local, in-market realtor relationships to capture the purchase loan transaction and expand cross-selling opportunities for deposit relationships.  As anticipated, revenue from government guaranteed lending increased in the third quarter, partially offsetting the decreased mortgage revenue. 

Total noninterest expense was $4,454,000 for the third quarter of 2017, a decrease from $4,806,000 for the second quarter.  The reduction is mainly driven by a reduction in compensation expense at West Town Bank & Trust primarily due to the reduction in overall mortgage compensation as a result of the shift in strategy discussed above.  Also contributing to the reduction in noninterest expense is a decrease in loan expense attributable to mortgage operations and a decrease in professional services driven by a significant reduction in legal fees.  The Company’s efficiency ratio improved to 67.8% for the third quarter 2017, as compared to 80.1% for the second quarter 2017.

Selected Consolidated Balance Sheet Data

In thousands	Ending Balance
		9/30/17			6/30/17			3/31/17			12/31/16			9/30/16
Portfolio loans:
Originated loans	$	205,423		$	200,863		$	175,862		$	170,112		$	173,871
Acquired loans		145,321			-			-			-			-
Allowance for loan and lease losses		(2,841)			(2,580)			(2,537)			(2,318)			(2,168)
Portfolio loans, net		347,903			198,283			173,325			167,794			171,703
Loans held for sale		21,023			30,166			45,266			58,923			41,165
Investment securities and deposits		64,970			25,953			26,807			28,399			22,210
Total interest-earning assets		433,896			254,402			245,398			255,116			235,078
Loan servicing rights		5,568			5,721			5,624			5,569			5,354
Goodwill		7,399			-			-			-			-
Other intangible assets, net		2,450			-			-			-			-
Total assets		487,904			283,628			275,343			280,158			259,300
Deposits
Noninterest bearing deposits		70,984			24,141			22,926			20,820			14,544
Interest-bearing deposits		317,714			201,072			201,179			195,999			184,665
Total deposits		388,698			225,213			224,105			216,819			199,209
Borrowings		19,309			22,599			16,000			30,000			30,000
Total interest-bearing liabilities		408,007			247,812			240,105			246,819			229,209
Shareholders’ equity:
Preferred equity		7,570			500			500			-			-
Common equity		64,578			29,370			28,796			27,915			26,568
Accumulated other comprehensive income		28			50			42			40			61
Total shareholders’ equity		72,176			29,920			29,338			27,955			26,629

Total assets were $487,904,000, an increase of 72% as compared to total assets of $283,628,000 at June 30, 2017.  Total net portfolio loans were $347,903,000 at September 30, 2017, an increase of 75% as compared to $198,283,000 at June 30, 2017. The increases in total assets and portfolio loans are primarily attributable to the Sound Banking Company acquisition.  

Total deposits were $388,698,000 at September 30, 2017, an increase of $163,485,000 or 73% as compared to total deposits of $225,213,000 at June 30, 2017.  Increases in deposits are primarily attributable to the Sound Banking Company acquisition. 

Total shareholders’ equity was $72,176,000 at September 30, 2017, an increase of $42,256,000 or 141% as compared to $29,920,000 at June 30, 2017.  The increase is attributable to the new capital raised totaling $17,500,000 (prior to fees and expenses) and the $24,902,000 resulting from the Sound Banking Company acquisition.  At September 30, 2017 both bank’s capital ratios exceed the minimum thresholds established for a well-capitalized bank by regulatory measures:

	“Well Capitalized” Minimums		West Town Bank & Trust		Sound Bank
Tier 1 common equity ratio	6.5%		14.73%		13.23%
Tier 1 risk based capital ratio	8.0%		14.73%		13.23%
Total risk based capital ratio	10.0%		15.94%		13.23%
Tier 1 leverage ratio	5.0%		12.65%		9.71%

Acquired Loan Summary

In thousands		Ending Balance
		9/30/17
Performing acquired loans	$	142,087
Less:  remaining FMV adjustments		(1,783)
Performing acquired loans, net	$	140,304
FMV adjustment %		1.3%
Purchase credit impaired loans (PCI)	$	6,369
Less:  remaining FMV adjustments		(1,352)
PCI loans, net	$	5,017
FMV adjustment %		21.2%
Total acquired performing loans		140,304
Total acquired PCI loans		5,017
Total acquired loans		145,321
FMV adjustment % all acquired loans		2.2%

Asset Quality

The Company’s nonperforming assets to total assets ratio decreased 87 basis points during the third quarter of 2017 from 2.55% at June 30, 2017 to 1.68% at September 30, 2017.  Excluding acquired loans during the quarter, the nonperforming assets to total assets declined 24 basis points from 3.60% at June 30, 2017 to 3.36% at September 30, 2017.  The reduction is related to the sale of OREO property and a decline in nonaccrual balances. 

The Company recorded a $491,000 provision for loan losses during the third quarter of 2017, as compared to a provision of $281,000 in the second quarter 2017.  This provision expense is reflective of the organic growth in portfolio loans (primarily government guaranteed lending) and the $230,000 in net charge-offs recorded during the quarter.  Excluding acquired loans, the ratio of allowance for loan and lease losses as a percentage of total portfolio loans increased from 1.28% at June 30, 2017 to 1.40% at September 30, 2017.

In thousands	Ending Balance
		9/30/17			6/30/17			3/31/17			12/31/16			9/30/16
Nonaccrual loans – non-acquired	$	6,803		$	6,967		$	3,717		$	3,447		$	2,396
Nonaccrual loans – acquired		0			0			0			0			0
OREO – non-acquired		0			270			270			873			873
OREO – acquired		0			0			0			0			0
90 days past due – non-acquired		0			0			0			0			0
90 days past due – acquired		1,396			0			0			0			0
Total nonperforming assets		8,199			7,237			3,987			4,320			3,269
Total nonperforming assets – non-acquired		6,803			7,237			3,986			4,320			3,269
Net charge-offs, QTD	$	230		$	238		$	58		$	420		$	28
Annualized net charge-offs to total average portfolio loans		0.34%			0.43%			0.10%			0.74%			0.05%
Ratio of total nonperforming assets to total assets		1.68%			2.55%			1.45%			1.54%			1.26%
Ratio of total nonperforming loans to total portfolio loans		2.36%			3.51%			2.14%			2.05%			1.40%
Ratio of total allowance for loan losses to total portfolio loans		0.81%			1.28%			1.44%			1.36%			1.25%
Excluding acquired
Ratio of nonperforming assets to loans and OREO		3.31%			3.60%			2.26%			2.53%			1.87%
Ratio of nonperforming loans to loans		3.31%			3.47%			2.11%			2.03%			1.38%
Ratio of allowance for loan losses to loans		1.38%			1.28%			1.44%			1.36%			1.25%

Net Interest Income and Margin
(Includes Sound Bank as of 9/1/2017)

In thousands		Three Months Ended															Nine Months Ended
		9/30/17			6/30/17			3/31/17			12/31/16			9/30/16				9/30/17			9/30/16
Quarterly average balances:
Loans	$	273,225		$	222,099		$	226,218		$	226,624		$	205,484			$	240,686		$	192,661
Investment securities		6,944			4,778			4,954			5,178			5,407				5,566			5,780
Interest-bearing balances and other		27,171			16,482			15,384			11,627			14,477				19,722			12,964
Total interest-earning assets		307,340			243,359			246,556			243,429			225,368				265,974			211,405
Noninterest deposits		40,028			21,089			22,576			19,339			14,912				27,961			13,447
Interest-bearing liabilities:
Interest bearing deposits		239,475			201,027			199,399			191,852			170,106				213,447			164,263
Borrowed funds		13,748			15,680			16,249			23,784			34,760				15,217			27,710
Total interest-bearing liabilities		253,223			216,707			215,648			215,636			204,866				228,664			191,973
Total assets		343,328			274,137			272,015			266,066			248,913				296,754			233,589
Common shareholders’ equity		40,848			29,629			28,334			27,264			26,207				32,983			25,216
Tangible common equity		37,617			29,629			28,334			27,264			26,207				31,894			25,216
Interest Income/Expense:
Loans	$	4,223		$	3,288		$	3,373		$	3,311		$	3,111			$	10,884		$	8,584
Investment securities, tax		47			29			29			28			22				105			73
Interest-bearing balances and other		95			49			44			27			36				188			80
Total interest income		4,365			3,366			3,446			3,366			3,169				11,177			8,737
Deposits		712			684			677			674			594				2,073			1,679
Borrowings		102			92			56			38			39				250			80
Total interest expense		814			776			733			712			633				2,323			1,759
Net interest income	$	3,551		$	2,590		$	2,713		$	2,654		$	2,533			$	8,854		$	6,978
Average Yields and Costs:
Loans		6.13%			5.94%			6.05%			5.80%			6.01%				6.05%			5,96%
Investment securities		2.71%			2.43%			2.34%			2.16%			1.63%				2.52%			1.68%
Interest-bearing balances and other		1.39%			1.19%			1.16%			0.92%			0.99%				1.27%			0.83%
Total interest-earning assets		5.63%			5.55%			5.67%			5.49%			5.58%				5.62%			5.53%
Total interest-bearing deposits		1.18%			1.36%			1.38%			1.39%			1.39%				1.30%			1.37%
Borrowed funds		2.94%			2.35%			1.40%			0.63%			0.45%				2.20%			0.39%
Total interest-bearing liabilities		1.28%			1.44%			1.38%			1.31%			1.23%				1.36%			1.23%
Cost of funds		1.10%			1.31%			1.25%			1.20%			1.14%				1.21%			1.14%
Net interest margin		4.58%			4.27%			4.46%			4.33%			4.47%				4.45%			4.41%

Net interest income for the third quarter of 2017 was $3,551,000, an increase from $2,591,000 for the second quarter of 2017. 

• West Town Bank & Trust contributed $2,980,000 for the third quarter of 2017 as compared to $2,662,000 for the second quarter of 2017.
  
• Sound Bank contributed $656,000 for the third quarter of 2017.  Note this reflects only one full month of earnings for Sound Bank.  Accretion earned on the acquired loan portfolio was $111,000 for the third quarter. 
  
• The holding company recorded ($86,000) for the third quarter of 2017 as compared to ($70,000) for the second quarter of 2017. 

Net interest margin was 4.58% for the third quarter of 2017 as compared to 4.27% for the second quarter of 2017.

• West Town Bank & Trust net interest margin was 4.71% for the third quarter 2017.
• Sound Bank net interest margin was 4.46% for the third quarter 2017.  Excluding accretion, the Sound Bank net interest margin was 3.67% for the third quarter 2017.

Average interest-earning assets for the third quarter of 2017 were $307,340,000, an increase from $243,359,000 for the second quarter of 2017.  Average interest-bearing liabilities were $253,223,000, an increase from $216,707,000 for the second quarter of 2017.  The increases were primarily due to the Sound Banking Company acquisition.
             

About West Town Bancorp, Inc.
West Town Bancorp, Inc. is the multi-bank holding company for West Town Bank & Trust, a North Riverside, IL based state-chartered bank and Sound Bank, a Morehead City, NC based state-chartered bank. West Town Bank & Trust provides banking services through its offices in Illinois and North Carolina, while Sound Bank provides banking services through its offices in North Carolina. Primary deposit products are checking, savings, and time certificate accounts, and primary lending products are residential mortgage, commercial, and installment loans. Additionally, both banks engage in mortgage banking activities and, as such, originates and sells one-to-four family residential mortgage loans in multiple states. The Company is registered with, and supervised by, the Federal Reserve.  West Town Bank & Trust’s primary regulators are the Illinois Department of Financial and Professional Regulation and the FDIC.  Sound Bank’s primary regulators are the North Carolina Commissioner of Banks and the FDIC.

For more information, visit www.westtownbank.com.

Important Note Regarding Forward-Looking Statements
This release contains certain forward-looking statements with respect to the financial condition, results of operations and business of the Company. These forward-looking statements involve risks and uncertainties and are based on the beliefs and assumptions of the management of the Company and on the information available to management at the time that these disclosures were prepared. These statements can be identified by the use of words like "expect," "anticipate," "estimate" and "believe," variations of these words and other similar expressions. Readers should not place undue reliance on forward-looking statements as a number of important factors could cause actual results to differ materially from those in the forward-looking statements. Factors that could cause a difference include, among others: changes in the national and local economies or market conditions; changes in interest rates, deposit flows, loan demand and asset quality, including real estate and other collateral values; changes in banking regulations and accounting principles, policies or guidelines; the inability to realize cost savings or revenues or to implement integration plans and other consequences associated with the Sound Banking Company acquisition; and the impact of competition from traditional or new sources. These and other factors that may emerge could cause decisions and actual results to differ materially from current expectations. The Company assumes no obligation to revise, update, or clarify forward-looking statements to reflect events or conditions after the date of this release.                   

Contact: Eric Bergevin, 252-482-4400