-----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, WBaWo0yovkKAbgWF0VUW5ry7etZBvTw6O96QjH5zWaXNoBM5OlYaGFLlcUg6tEIV dtJPiUF33yYPPiUK5GDzcA== 0000928385-00-001455.txt : 20000510 0000928385-00-001455.hdr.sgml : 20000510 ACCESSION NUMBER: 0000928385-00-001455 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000331 FILED AS OF DATE: 20000509 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OCEANFIRST FINANCIAL CORP CENTRAL INDEX KEY: 0001004702 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 223412577 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-11713 FILM NUMBER: 622497 BUSINESS ADDRESS: STREET 1: 975 HOOPER AVE CITY: TOMS RIVER STATE: NJ ZIP: 08753-8396 BUSINESS PHONE: 7322404500 MAIL ADDRESS: STREET 1: 975 HOOPER AVENUE CITY: TOMS RIVER STATE: NJ ZIP: 08723 FORMER COMPANY: FORMER CONFORMED NAME: OCEAN FINANCIAL CORP DATE OF NAME CHANGE: 19951208 10-Q 1 FORM 10-Q - 03/31/2000 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2000 [_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to ________ Commission file number 0-27428 OceanFirst Financial Corp. ----------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 22-3412577 -------------------------------- --------------------- (State of other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 975 Hooper Avenue, Toms River, NJ 08753 --------------------------------- --------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, (732) 240-4500 including area code: --------------------- ----------------------------------------------------------------- (Former name, former address and formal fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO___. --- As of May 4, 2000, there were 11,968,657 shares of the Registrant's Common Stock, par value $.01 per share, outstanding. OceanFirst Financial Corp. INDEX TO FORM 10-Q PART I. FINANCIAL INFORMATION - ------- ---------------------
PAGE ---- Item 1. Consolidated Financial Statements (Unaudited) Consolidated Statements of Financial Condition as of March 31, 2000 and December 31, 1999...................... 1 Consolidated Statements of Income for the three months ended March 31, 2000 and 1999 ........................... 2 Consolidated Statements of Cash Flows for the three months ended March 31, 2000 and 1999............................ 3 Notes to Consolidated Financial Statements...................... 5 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations............................. 6 Item 3. Quantitative and Qualitative Disclosure about Market Risk....... 10 Part II. OTHER INFORMATION - ------- ----------------- Item 1. Legal Proceedings............................................... 11 Item 2. Changes in Securities........................................... 11 Item 3. Default Upon Senior Securities.................................. 11 Item 4. Submission of Matters to a Vote of Security Holders............. 11 Item 5. Other Information............................................... 11 Item 6. Exhibits and Reports on Form 8-K................................ 11 Signatures ................................................................ 12
OceanFirst Financial Corp. CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (dollars in thousands, except per share amounts)
March 31, December 31, 2000 1999 --------- ------------ (Unaudited) ASSETS - ------ Cash and due from banks $ 3,743 $ 10,007 Investment securities available for sale 118,264 120,780 Federal Home Loan Bank of New York stock, at cost 16,800 16,800 Mortgage-backed securities available for sale 331,160 346,182 Loans receivable, net 1,062,866 1,042,975 Interest and dividends receivable 9,141 8,468 Real estate owned, net 527 292 Premises and equipment, net 13,800 13,889 Other assets 33,050 31,514 ---------- ---------- Total assets $1,589,351 $1,590,907 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY - ------------------------------------ Deposits $1,077,945 $1,056,950 Federal Home Loan Bank advances 73,000 115,000 Securities sold under agreements to repurchase 266,445 239,867 Advances by borrowers for taxes and insurance 6,352 5,990 Other liabilities 6,326 5,570 ---------- ---------- Total liabilities 1,430,068 1,423,377 ---------- ---------- Stockholders' Equity: Preferred stock, $.01 par value, 5,000,000 shares authorized, no shares issued - - Common stock, $.01 par value, 55,000,000 shares authorized, 18,118,248 shares issued and 12,003,657 and 12,620,923 shares outstanding at March 31, 2000 and December 31, 1999, respectively 181 181 Additional paid-in capital 178,988 178,850 Retained earnings-substantially restricted 115,747 113,169 Accumulated other comprehensive loss (11,645) (9,568) Less: Unallocated common stock held by Employee Stock Ownership Plan (15,334) (15,727) Unearned Incentive Awards (3,547) (4,030) Treasury stock, (6,114,591 and 5,497,325 shares at March 31, 2000 and December 31, 1999, respectively) (105,107) (95,345) ---------- ---------- Total stockholders' equity 159,283 167,530 ---------- ---------- Total liabilities and stockholders' equity $1,589,351 $1,590,907 ========== ==========
See accompanying notes to unaudited consolidated financial statements. 1 OceanFirst Financial Corp. CONSOLIDATED STATEMENTS OF INCOME (in thousands, except per share amounts)
For the three months ended March 31, ----------------------------------- 2000 1999 ------------- ----------- (Unaudited) Interest income: Loans $19,930 $17,907 Mortgage-backed securities 5,724 5,787 Investment securities and other 2,428 2,326 ------- ------- Total interest income 28,082 26,020 ------- ------- Interest expense: Deposits 10,452 10,203 Borrowed funds 4,994 4,101 ------- ------- Total interest expense 15,446 14,304 ------- ------- Net interest income 12,636 11,716 Provision for loan losses 240 225 ------- ------- Net interest income after provision for loan losses 12,396 11,491 ------- ------- Other income: Fees and service charges 987 780 Net gain on sales of loans and securities available for sale 60 524 (Loss) income from other real estate operations, net (11) 46 Other 294 195 ------- ------- Total other income 1,330 1,545 ------- ------- Operating expenses: Compensation and employee benefits 4,330 3,655 Occupancy 582 511 Equipment 359 304 Marketing 316 407 Federal deposit insurance 120 220 Data processing 392 331 General and administrative 1,095 1,164 ------- ------- Total operating expenses 7,194 6,592 ------- ------- Income before provision for income taxes 6,532 6,444 Provision for income taxes 2,218 2,306 ------- ------- Net income $ 4,314 $ 4,138 ======= ======= Basic earnings per share $ .40 $ .33 ======= ======= Diluted earnings per share $ .39 $ .33 ======= ======= Average basic shares outstanding 10,865 12,556 ======= ======= Average diluted shares outstanding 11,044 12,698 ======= =======
See accompanying notes to unaudited consolidated financial statements. 2 OceanFirst Financial Corp. CONSOLIDATED STATEMENTS OF CASH FLOWS (dollars in thousands)
For the three months ended March 31, ---------------------------- 2000 1999 ---------- ---------- (Unaudited) Cash flows from operating activities: Net income $ 4,314 $ 4,138 ----------- ---------- Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization of premises and equipment 379 366 Amortization of Incentive Awards 483 485 Amortization of ESOP 393 326 ESOP adjustment 99 175 Amortization of servicing asset 70 101 Amortization of deposit premium 26 26 Net premium amortization in excess of discount accretion on securities 107 419 Net accretion of deferred fees and discounts in excess of premium amortization on loans (149) (162) Provision for loan losses 240 225 Net gain on sales of real estate owned (2) (57) Net gain on sales of loans and securities available for sale (60) (524) Proceeds from sales of mortgage loans held for sale 4,289 26,991 Mortgage loans originated for sale (4,229) (2,054) (Increase) decrease in interest and dividends receivable (673) 419 Increase in other assets (412) (419) Increase (decrease) in other liabilities 795 (4,814) ----------- ---------- Total adjustments 1,356 21,503 ----------- ---------- Net cash provided by operating activities 5,670 25,641 ----------- ---------- Cash flows from investing activities: Net increase in loans receivable (20,285) (28,835) Purchase of investment securities available for sale - (13,815) Purchase of mortgage-backed securities available for sale - (55,000) Proceeds from maturities of investment securities available for sale - 20,043 Principal payments on mortgage-backed securities available for sale 14,134 46,539 Proceeds from sales of real estate owned 70 248 Purchases of premises and equipment (290) (121) ----------- ---------- Net cash used in investing activities (6,371) (30,941) ----------- ----------
Continued 3 OceanFirst Financial Corp. CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) (dollars in thousands)
For the three months ended March 31, ------------------------ 2000 1999 ------- ------- (Unaudited) Cash flows from financing activities: Increase (decrease) in deposits $ 20,995 $ (1,217) (Decrease) increase in Federal Home Loan Bank advances (42,000) 14,000 Increase (decrease) in securities sold under agreements to repurchase 26,578 (2,700) Increase in advances by borrowers for taxes and insurance 362 294 Dividends paid (1,678) (1,591) Purchase of treasury stock (9,820) (9,235) --------- -------- Net cash used in financing activities (5,563) (449) --------- -------- Net decrease in cash and due from banks (6,264) (5,749) Cash and due from banks at beginning of period 10,007 10,295 --------- -------- Cash and due from banks at end of period $ 3,743 $ 4,546 ========= ======== Supplemental Disclosure of Cash Flow Information: Cash paid during the period for: Interest $ 15,671 $ 14,466 Income taxes - 5,119 Noncash investing activities: Transfer of loans receivable to real estate owned 303 448 Mortgage loans securitized into mortgage-backed securities - 27,145 ======== ========
See accompanying notes to unaudited consolidated financial statements. 4 OceanFirst Financial Corp. NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS ---------------------------------------------------- Note 1. Basis of Presentation - ----------------------------- The accompanying unaudited consolidated financial statements include the accounts of OceanFirst Financial Corp. (the "Company") and its wholly-owned subsidiary, OceanFirst Bank (the "Bank") and its wholly-owned subsidiaries, OceanFirst Realty Inc. and Ocean Investment Services, Inc. The interim consolidated financial statements reflect all normal and recurring adjustments which are, in the opinion of management, considered necessary for a fair presentation of the financial condition and results of operations for the periods presented. The results of operations for the three months ended March 31, 2000 are not necessarily indicative of the results of operations that may be expected for all of 2000. Certain information and note disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted, pursuant to the rules and regulations of the Securities and Exchange Commission. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company's Annual Report to Stockholders on Form 10-K for the year ended December 31, 1999. Note 2. Earnings per Share - --------------------------- The following reconciles shares outstanding for basic and diluted earnings per share for the three months ended March 31, 2000 and 1999:
Three months ended March 31, ----------------------- 2000 1999 -------- ------- Weighted average shares issued net of Treasury shares 12,427 14,371 Less: Unallocated ESOP shares (1,227) (1,357) Unallocated incentive award shares (335) (458) ------- ------- Average basic shares outstanding 10,865 12,556 Add: Effect of dilutive securities: Stock options 79 51 Incentive awards 100 91 ------- ------- Average diluted shares outstanding 11,044 12,698 ======= =======
Note 3. Comprehensive Income - ----------------------------- For the three month periods ended March 31, 2000 and 1999 total comprehensive income, representing net income plus or minus items previously recorded directly in equity, such as the change in unrealized gains or losses on securities available for sale amounted to $2,237,000 and $4,116,000, respectively. 5 Note 4. Loans Receivable, Net - ----------------------------- Loans receivable, net at March 31, 2000 and December 31, 1999 consisted of the following (in thousands):
March 31, 2000 December 31, 1999 -------------- ----------------- Real estate: One- to four-family $ 928,944 $ 917,481 Commercial real estate, multi- family and land 62,393 57,142 Construction 6,616 7,791 Consumer 57,231 56,040 Commercial 19,169 15,569 ----------- ----------- Total loans 1,074,353 1,054,023 Loans in process (2,987) (2,790) Deferred fees (89) (78) Unearned premium 38 43 Allowance for loan losses (8,449) (8,223) ---------- ---------- Loans receivable, net $1,062,866 $1,042,975 ========== ==========
Note 5. Deposits - ---------------- The major types of deposits at March 31, 2000 and December 31, 1999 were as follows (in thousands):
March 31, 2000 December 31, 1999 -------------- ----------------- Type of Account - --------------- Non-interest bearing $ 38,594 $ 31,328 NOW 117,682 113,426 Money market deposit 80,267 80,597 Savings 172,111 171,064 Time deposits 669,291 660,535 ---------- ---------- $1,077,945 $1,056,950 ========== ==========
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Financial Condition Total assets at March 31, 2000 were $1.589 billion, a decrease of $1.6 million, compared to $1.591 billion at December 31, 1999. Loans receivable, net, increased by $19.9 million, or 1.9%, to a balance of $1.063 billion at March 31, 2000, compared to a balance of $1.043 billion at December 31, 1999. The increase was largely attributable to commercial lending (including commercial real estate) initiatives which accounted for $8.9 million of this growth. Deposit balances increased $21.0 million to $1.078 billion at March 31, 2000 from $1.057 billion at December 31, 1999, partly due to the results of new branches opened in late 1999. Stockholder's equity at March 31, 2000 was $159.3 million, compared to $167.5 million at December 31, 1999. The Company repurchased 620,600 shares of common stock during the quarter for $9.8 million. Under the 10% repurchase program authorized by the Board of Directors in January 2000, 641,492 shares remain to be purchased as of March 31, 2000. 6 Results of Operations General Net income increased 4.3%, to $4.3 million for the three months ended March 31, 2000 as compared to net income of $4.1 million for the three months ended March 31, 1999. Diluted earnings per share increased 18.2% to $.39 for the three months ended March 31, 2000, as compared to $.33 for the same prior year period. The higher percentage increase in earnings per share is the result of the Company's repurchase program which reduced the number of shares outstanding. Interest Income Interest income for the three months ended March 31, 2000 was $28.1 million, compared to $26.0 million for the three months ended March 31, 1999, an increase of $2.1 million reflecting a $45.0 million increase in average interest-earning assets and a higher average yield on those assets. The yield on average interest-earning assets increased to 7.34% on average in the first quarter of 2000, from 7.01% on average in the first quarter of 1999. The asset yield benefited from a change in the mix of average interest-earning assets towards a higher concentration of loans receivable with a corresponding reduction of lower-yielding investment and mortgage-backed securities. For the three months ended March 31, 2000 loans receivable represented 68.7% of average interest-earning assets as compared to 64.6% for the same prior year period. Interest Expense Interest expense for the three months ended March 31, 2000 was $15.4 million, compared to $14.3 million for the three months ended March 31, 1999, an increase of $1.1 million, or 8.0%. The increase in interest expense was primarily the result of an increase in the average cost of interest-bearing liabilities which rose to 4.49% for the three months ended March 31, 2000, as compared to 4.38% for the same prior year period and an increase in average interest-bearing liabilities which rose to $1.375 billion for the quarter ending March 31, 2000 as compared to $1.306 billion for the same prior year period. The increase in funding costs was partly restrained, as compared to the larger increase in asset yield, due to the Company's focus on lower costing core deposit growth. Core deposits (including noninterest-bearing deposits) represented 37.7% of average deposits for the three months ended March 31, 2000, as compared to 36.4% for the same prior year period. Provision for Loan Losses For the three months ended March 31, 2000, the Company's provision for loan losses was $240,000, as compared to $225,000 for the same prior year period. The Company's non-performing assets increased slightly to $3.4 million at March 31, 2000 as compared to $3.3 million at March 31, 1999. Other Income Other income was $1.3 million for the three months ended March 31, 2000, compared to $1.5 million for the same prior year period. The Company sold $27.1 million of 30-year fixed-rate loans for the three months ended March 31, 1999 at a gain of $524,000, which completed a balance sheet restructuring begun in the fourth quarter of 1998. For the three months ended March 31, 2000 the Company sold $4.2 million of 30-year fixed-rate loans at a gain of $60,000. The Company periodically sells these loans to assist in the management of interest rate risk. Excluding the respective gains on the sale of loans, other income increased by $249,000, or 24.4%, for the three months ended March 31, 2000 as compared to the same prior year period. Fees and service charges increased due to the growth in commercial account services and retail core account balances. The Company continues to focus on growing non-interest revenue with the recent introduction of Trust and Asset Management services. Operating Expenses Operating expenses were $7.2 million for the three months ended March 31, 2000, an increase of $602,000 as compared to the same prior year period. The increase was principally due to the costs associated with the opening of the Bank's twelfth and thirteenth branch offices in September and October 1999 and the introduction of the Company's Trust and Asset Management business line. These increases were partly offset by a $100,000 decrease in Federal Deposit insurance due to a decline in the assessment rate for members, such as the Bank, of the Savings Association Insurance Fund. 7 Provision for Income Taxes Income tax expense was $2.2 million for the three months ended March 31, 2000, compared to $2.3 million for the same prior year period. The effective tax rate declined to 34.0% for the three months ended March 31, 2000, as compared to 35.8% for the same prior year period partly due to an increase in the nontaxable income from Bank Owned Life Insurance. Liquidity and Capital Resources The Company's primary sources of funds are deposits, principal and interest payments on loans and mortgage-backed securities, Federal Home Loan Bank ("FHLB") and other borrowings and, to a lesser extent, investment maturities and proceeds from the sale of loans. While scheduled amortization of loans is a predictable source of funds, deposit flows and mortgage prepayments are greatly influenced by general interest rates, economic conditions and competition. The Company has other sources of liquidity if a need for additional funds arises, including an overnight line of credit and advances from the FHLB. At March 31, 2000, the Company had $23.0 million of outstanding overnight borrowings from the FHLB, an increase from no overnight borrowings at December 31, 1999. The Company utilizes the overnight line from time to time to fund short-term liquidity needs. The Company also had other borrowings of $316.4 million at March 31, 2000, a decrease from $354.9 million at December 31, 1999. These borrowings were used to fund a wholesale leverage strategy designed to improve returns on invested capital. The Company's cash needs for the three months ended March 31, 2000, were primarily provided by principal payments on loans and mortgage-backed securities and increased deposits. The cash was principally utilized for loan originations, a reduction in total borrowings and the purchase of treasury stock. For the three months ended March 31, 1999, the cash needs of the Company were primarily satisfied by maturities of investment securities available for sale, principal payments on loans and mortgage-backed securities, proceeds from the sale of mortgage loans held for sale and increased borrowings. The cash provided was principally used for the purchase of investment and mortgage-backed securities, the origination of loans and the purchase of treasury stock. Federal regulations require the Bank to maintain minimum levels of liquid assets. The required percentage has varied from time to time based upon economic conditions and savings flows and is currently 4% of net withdrawable savings deposits and borrowings payable on demand or in one year or less during the preceding calendar month. Liquid assets for purposes of this ratio include cash, accrued interest receivable, certain time deposits, U.S. Treasury and Government agencies and other securities and obligations generally having remaining maturities of less than five years. The levels of these assets are dependent on the Bank's operating, financing, lending and investing activities during any given period. As of March 31, 2000 and December 31, 1999, the Bank's liquidity ratios were 7.5% and 8.9%, respectively, both in excess of the minimum regulatory requirement. At March 31, 2000, the Bank exceeded all of its regulatory capital requirements with tangible capital of $125.3 million, or 7.8%, of total adjusted assets, which is above the required level of $24.0 million or 1.5%; core capital of $125.3 million or 7.8% of total adjusted assets, which is above the required level of $48.0 million, or 3.0%; and risk-based capital of $133.7 million, or 15.7% of risk-weighted assets, which is above the required level of $68.0 million or 8.0%. The Bank is considered a "well capitalized" institution under the Office of Thrift Supervision's prompt corrective action regulations. 8 Non-Performing Assets The following table sets forth information regarding the Company's nonperforming assets consisting of non-accrual loans and Real Estate Owned (REO). The Company had no troubled-debt restructured loans within the meaning of SFAS 15 at March 31, 2000 or December 31, 1999. It is the policy of the Company to cease accruing interest on loans 90 days or more past due or in the process of foreclosure.
March 31, December 31, 2000 1999 --------- ------------ (dollars in thousands) Non-accrual loans: Real estate: One-to four-family $2,710 $2,401 Commercial real estate, multi-family and land - 362 Consumer 150 222 ------ ------ Total 2,860 2,985 REO, net 527 292 ------ ------ Total non-performing assets $3,387 $3,277 ====== ====== Non-performing loans as a percent of total loans receivable .27% .28% Non-performing assets as a percent of total assets .21 .21 Allowance for loan losses as a percent of total loans receivable .79 .78 Allowance for loan losses as percent of total non-performing loans 295.42 275.48
Private Securities Litigation Reform Act Safe Harbor Statement In addition to historical information, this quarterly report may include certain forward looking statements based on current management expectations. The Company's actual results could differ materially from those management expectations. Factors that could cause future results to vary from current management expectations include, but are not limited to, general economic conditions, legislative and regulatory changes, monetary and fiscal policies of the federal government, changes in tax policies, rates and regulations of federal and state tax authorities, changes in interest rates, deposit flows, the cost of funds, demand for loan products, demand for financial services, competition, changes in the quality or composition of the Bank's loan and investment portfolios, changes in accounting principles, policies or guidelines, and other economic, competitive, governmental and technological factors affecting the Company's operations, markets, products, services and prices. Further description of the risks and uncertainties to the business are included in Item 1, Business, of the Company's 1999 Form 10-K. 9 Item 3. Quantitative and Qualitative Disclosure about Market Risk The Company's interest rate sensitivity is monitored by management through the use of an interest rate risk (IRR) model. Based on internal IRR modeling the Company's one year gap at March 31, 2000 was negative 14.2% as compared to negative 11.8% at December 31, 1999. Additionally, the table below sets forth the Company's exposure to interest rate risk as measured by the change in net portfolio value ("NPV") and net interest income under varying rate shocks as of March 31, 2000 and December 31, 1999. All methods used to measure interest rate sensitivity involve the use of assumptions, which may tend to oversimplify the manner in which actual yields and costs respond to changes in market interest rates. The Company's interest rate sensitivity should be reviewed in conjunction with the financial statements and notes thereto contained in the Company's Annual Report for the year ended December 31, 1999. At March 31, 2000, the Company's NPV in a static rate environment is less than the NPV at December 31, 1999, reflecting the Company's declining capital levels resulting from common stock repurchase programs. Also, in a shocked interest rate environment, the Company projects a greater percent change in NPV at March 31, 2000 than was the case at December 31, 1999. The heightened interest rate sensitivity is primarily due to the declining capital base which accentuates, on a percentage basis, similar dollar changes in NPV. Additionally, the generally higher interest rate environment reduces anticipated prepayment speeds on mortgage loans and mortgage-backed securities and reduces the likelihood that a callable security is called before its stated maturity date.
March 31, 2000 December 31, 1999 ------------------------------------------------------- ------------------------------------------------------- Net Portfolio Value Net Interest Income Net Portfolio Value Net Interest Income - ------------------------------------------------------------------------- ------------------------------------------------------- Change in Interest Rates in Basis Points NPV NPV (Rate Shock) Amount % Change Ratio Amount % Change Amount % Change Ratio Amount % Change - ------------------------------------------------------------------------- ------------------------------------------------------- (dollars in thousands) 300 $ 92,935 (48.7)% 6.6% $40,713 (13.4)% $119,838 (40.0)% 8.4% $44,212 (9.3)% 200 127,895 (29.4) 8.8 43,175 (8.2) 151,710 (24.0) 10.3 46,123 (5.3) 100 158,211 (12.6) 10.5 45,446 (3.4) 179,446 (10.1) 11.8 47,765 (2.0) Static 181,052 - 11.7 47,030 - 199,646 - 12.8 48,724 - (100) 197,936 9.3 12.5 48,185 2.5 213,252 6.8 13.3 49,251 1.1 (200) 205,586 13.6 12.7 48,646 3.4 217,678 9.0 13.4 48,927 1.4 (300) 207,059 14.4 12.6 48,339 2.8 216,809 8.6 13.2 47,865 (1.8)
10 PART II. OTHER INFORMATION Item 1. Legal Proceedings ----------------- The Company is not engaged in any legal proceedings of a material nature at the present time. From time to time, the Company is a party to routine legal proceedings within the normal course of business. Such routine legal proceedings in the aggregate are believed by management to be immaterial to the Company's financial condition or results of operations. Item 2. Changes in Securities --------------------- Not Applicable Item 3. Defaults Upon Senior Securities ------------------------------- Not Applicable Item 4. Submission of Matters to a Vote of Security Holders --------------------------------------------------- The annual meeting of stockholders was held on April 19, 2000. The following directors were elected for terms of three years: Carl Feltz, Jr., Robert E. Knemoller and Diane F. Rhine. The following proposals were voted on by the stockholders:
Withheld/ Broker Proposal For Abstain Non-Votes -------- --- ------- --------- 1) Election of Directors: Carl Feltz, Jr. 9,994,273 754,294 0 Robert E. Knemoller 9,994,823 753,744 0 Diane F. Rhine 9,994,823 753,744 0 Withheld/ Broker For Against Abstain Non-Votes --- ------- ------- --------- 2) Approval of the OceanFirst Financial Corp. 2000 Stock Option Plan 6,639,603 1,677,543 62,543 2,368,878 Withheld/ Broker For Against Abstain Non-Votes --- ------- ------- --------- 3) Ratification of KPMG LLP as independent auditors for the Company for the year ending December 31, 2000 10,700,510 17,788 30,269 0
Item 5. Other Information ----------------- Not Applicable Item 6. Exhibits and Reports on Form 8-K -------------------------------- a) Exhibits: 3.1 Certificate of Incorporation of OceanFirst Financial Corp.* 3.2 Bylaws of OceanFirst Financial Corp.* 4.0 Stock Certificate of OceanFirst Financial Corp.* 27 Financial Data Schedule (filed herewith) b) There were no reports on Form 8-K filed during the three months ended March 31, 2000 * Incorporated herein by reference into this document from the Exhibits to Form S-1, Registration Statement, filed on December 7, 1995, as amended, Registration No. 33-80123. 11 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, thereunto duly authorized. OceanFirst Financial Corp. --------------------------------- Registrant DATE: May 9, 2000 /s/ John R. Garbarino --------------------------------- John R. Garbarino Chairman of the Board, President and Chief Executive Officer DATE: May 9, 2000 /s/ Michael Fitzpatrick --------------------------------- Michael Fitzpatrick Executive Vice President and Chief Financial Officer 12 EX-27 2 FINANCIAL DATA SCHEDULE
9 1,000 3-MOS DEC-31-2000 JAN-01-2000 MAR-31-2000 3,743 0 0 0 449,424 0 0 1,062,866 8,449 1,589,351 1,077,945 339,445 12,678 0 0 0 181 159,102 1,589,351 19,930 8,152 0 28,082 10,452 15,446 12,636 240 0 7,194 6,532 6,532 0 0 4,314 .40 .39 7.34 2,860 0 0 0 8,223 16 2 8,449 0 0 0 INFORMATION NOT DISCLOSED IN 10-Q.
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