-----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, A7+tpEw2yCxjZ29wpLegb54a8ZkDVo9BqKCis3B1kXUNtagYlAKVO9CKXbN+8sKZ WZF53wRdBRAvkBGTO4Dsog== 0000914317-05-000431.txt : 20050204 0000914317-05-000431.hdr.sgml : 20050204 20050204130007 ACCESSION NUMBER: 0000914317-05-000431 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050201 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050204 DATE AS OF CHANGE: 20050204 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PEAPACK GLADSTONE FINANCIAL CORP CENTRAL INDEX KEY: 0001050743 STANDARD INDUSTRIAL CLASSIFICATION: FINANCE SERVICES [6199] IRS NUMBER: 223537895 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16197 FILM NUMBER: 05576097 BUSINESS ADDRESS: STREET 1: 158 ROUTE 206 NORTH CITY: GLADSTONE STATE: NJ ZIP: 07934 BUSINESS PHONE: 9082340700 MAIL ADDRESS: STREET 1: 158 ROUTE 206 NORTH CITY: GLADSTONE STATE: NJ ZIP: 07934 8-K 1 form8k-peapack_65620.txt 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 February 1, 2005 Date of Report (Date of earliest event reported) PEAPACK-GLADSTONE FINANCIAL CORPORATION (Exact name of Registrant as Specified in its Charter) New Jersey (State or Other Jurisdiction of Incorporation) 001-16197 22-3537895 (Commission File Number) (IRS Employer Identification No.) 158 Route 206, Peapack-Gladstone, New Jersey 07934 (Address of principal executive offices) (908) 234-0700 (Registrant's telephone number, including area code) 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)) INFORMATION TO BE INCLUDED IN THE REPORT Item 2.02 Results of Operations and Financial Condition. On February 1, 2005, Peapack-Gladstone Financial Corporation (the "Corporation") issued a press release reporting earnings and other financial results for its fourth quarter of 2004, which ended December 31, 2004. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated by reference in its entirety. The information disclosed under this Item 2.02, including Exhibit 99.1, shall be considered "furnished" but not "filed" for purposes of the Securities Exchange Act of 1934, as amended. Item 9.01 Financial Statements and Exhibits. (c) Exhibit. Exhibit No. Title ----------- ----- 99.1 Press Release dated February 1, 2005. The press release disclosed in this Item 9.01 as Exhibit 99.1 shall be considered "furnished" but not "filed" for purposes of the Securities Exchange Act of 1934, as amended. 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. PEAPACK-GLADSTONE FINANCIAL CORPORATION Dated: February 4, 2005 By:/s/ Arthur F. Birmingham ---------------------------------------------------- Arthur F. Birmingham Executive Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit No. Title ----------- ----- 99.1 Press Release dated February 1, 2005. EX-99.1 2 exhibit99-1.txt Contact: Arthur F. Birmingham Peapack-Gladstone Financial Corporation T: 908-719-4308 PEAPACK-GLADSTONE FINANCIAL CORPORATION REPORTS RECORD ANNUAL AND FOURTH QUARTER EARNINGS GLADSTONE, N.J.--(BUSINESS WIRE)--February 1, 2005 - Peapack-Gladstone Financial Corporation (AMEX:PGC) reported fourth quarter 2004 net income of $3.1 million, as compared to $2.9 million for the fourth quarter 2003, an increase of $210 thousand or 7.3 percent. Net income per diluted share was $0.37 for the fourth quarter of 2004 compared to $0.34 for the fourth quarter of 2003, an increase of 8.8 percent. The annualized return on average assets ("ROA") was 1.17 percent and the annualized return on average equity ("ROE") was 13.12 percent for the fourth quarter of 2004. All per share data reflects the effect of a 10 percent stock dividend declared September 9, 2004. Net income was $13.1 million for the twelve months ended December 31, 2004, an increase of $809 thousand or 6.6 percent over the $12.3 million for the twelve months ended December 31, 2003. The per diluted share earnings were $1.56 for the year ended December 31, 2004, as compared to $1.47 for the year ended December 31, 2003, an increase of 6.1 percent. The annualized return on average assets was 1.30 percent and the annualized return on average equity was 14.72 percent for 2004. Net income in the fourth quarter and year of 2004 included the previously announced non-cash charge of $336 thousand after tax, or $0.04 per diluted share, related to an other-than-temporary impairment charge for Fannie Mae ("FNMA") and Freddie Mac ("FHLMC") preferred stock. Excluding this charge, diluted earnings per share for the fourth quarter of 2004 increased 20.6 percent as compared to the fourth quarter of 2003 and for the year 2004, 8.8 percent as compared to 2003. Frank A. Kissel, Chairman and CEO, stated, "We are very pleased with our financial performance in 2004, particularly in the current competitive banking environment. Earnings per share are at the highest levels in our history, our two new branches in Oldwick and Morristown have had very successful openings and our loan portfolios and deposits grew for the year 34.0 percent and 10.6 percent, respectively. We remain committed to maintaining credit quality and low levels of loan delinquencies reflect that commitment. Maintaining these low levels is most encouraging during this period of strong growth in our loan portfolios. The market value of trust assets under management by PGB Trust and Investments grew to $1.7 billion, almost a 20 percent increase over the levels of December 31, 2003. Our 19th branch, in Morristown, New Jersey, opened in November 2004 and we are very pleased with the results attained in the first months of business. Officers from PGB Trust and Investments and from the Commercial and Consumer Loan Departments are available to provide investment and lending services to Morristown area individuals and businesses. We expect to continue opening branches in communities that are contiguous to our current market area." EARNINGS Net Interest Income For the fourth quarter of 2004, net interest income, on a tax-equivalent basis, was $9.4 million, an increase of $1.1 million or 13.0 percent over the same period last year and an increase of $143 thousand or 1.5 percent over the third quarter of 2004. On a fully tax-equivalent basis, net interest margin for the fourth quarter was 3.78 percent as compared to 3.73 percent for the same quarter last year and 3.78 percent for the third quarter of 2004. Average-earning assets increased $102.8 million or 11.5 percent to $995.3 million in the fourth quarter of 2004, from $892.5 million in the same quarter of 2003. In the fourth quarter of 2004, the yield on interest earning assets increased 20 basis points to 4.96 percent from 4.76 percent in the fourth quarter of 2003. Average loans increased $143.2 million, or 34.4 percent, to $559.7 million in the fourth quarter of 2004 from the same quarter of 2003. The growth occurred in all categories of loans with the majority in the adjustable-rate residential mortgage portfolio. The growth in our portfolios is primarily the result of new business initiatives and our entry into new market areas. Average investment securities declined $38.4 million or 8.2 percent from the fourth quarter of 2003 to the fourth quarter of 2004. Total average deposits grew $90.8 million or 11.2 percent to $899.4 million in the fourth quarter of 2004 from $808.6 million for the same quarter of 2003. Total average borrowings were $57.6 million in the fourth quarter of 2004, an increase of $9.2 million or 19.0 percent from $48.4 million in the same quarter of 2003. This increase is in short-term Federal Home Loan Bank borrowings and reflects the additional funding required to grow the loan portfolios. The cost of funds increased to 1.22 percent in the fourth quarter of 2004 as compared to 1.08 percent in the fourth quarter of 2003 as the Federal Reserve increased the Federal Funds rate five times during the year. On a fully-tax equivalent basis, net interest income for the year ended December 31, 2004 was $35.9 million, as compared to $31.8 million for the year ended December 31, 2003, an increase of $4.1 million or 13.0 percent. For the years ended December 31, 2004 and 2003, the fully tax-equivalent net interest margin was 3.78 percent and 3.69 percent, respectively. Average loan balances grew $76.1 million or 18.7 percent from year to year, while average investment securities grew $13.4 million or 3.0 percent. Average deposit balances increased $69.2 million or 8.7 percent during the year. The yield on interest earning assets was 4.81 percent for the year ended December 31, 2004, a decline of 7 basis points from 4.88 percent for the year ended December 31, 2003. The cost of funds declined 16 basis points to 1.08 percent. Other Income Other income for the fourth quarter of 2004 was $1.9 million as compared to $2.1 million in the fourth quarter of 2003, a decline of $237 thousand or 11.0 percent. Income from PGB Trust and Investments was $1.6 million, an increase of $242 thousand or 18.1 percent over the same quarter last year. Securities losses were $462 thousand in the fourth quarter of 2004, including a $560 thousand other-than-temporary non-cash impairment charge on adjustable rate investment-grade preferred stock, as compared to gains of $57 thousand in the year ago quarter. For the year ended December 31, 2004, other income was $9.9 million as compared to $10.1 million for the year ended December 31, 2003. Trust income grew to $6.7 million from $5.8 million, an increase of $961 thousand or 16.7 percent. The market value of trust assets under management was $1.7 billion at December 31, 2004, an increase of $277 million, or 19.6% over the previous year. Securities gains were $150 thousand for the twelve months ended December 31, 2004, as compared to $1.3 million for the twelve months ended December 31, 2003. The decline in securities gains for 2004 was attributable in part to the other-than temporary non-cash impairment charge on adjustable rate investment-grade preferred stock recorded in the fourth quarter of 2004. Other Expenses For the fourth quarter of 2004, other expenses were $6.5 million compared to $6.0 million for the same quarter of 2003, an increase of $552 thousand or 9.3 percent. During the fourth quarter of 2004, salaries and benefits expense grew $202 thousand, or 6.3 percent, due to normal salary increases as well as additions to the professional staff and branch expansion. Occupancy expenses increased to $1.5 million for the fourth quarter of 2004, an increase of $61 thousand or 4.3 percent as compared to $1.4 million for the same quarter of 2003. Accounting and consulting fees related to the implementation of Section 404 of the Sarbanes-Oxley Act contributed to higher other expenses in the fourth quarter of 2004. For the year ended December 31, 2004, other expenses were $25.2 million, an increase of $2.6 million or 11.7 percent as compared to $22.5 million for the previous year. Salaries and benefits increased by $1.3 million or 10.0 percent to $13.9 million in 2004, from $12.6 million for the year ended December 31, 2003. For the twelve months ended December 31, 2004, occupancy costs rose $832 thousand, or 17.2 percent to $5.7 million, as compared to $4.8 million for the same period of 2003. In the past year, occupancy expenses have grown due to the investment in two new branches and a new data center. New branches are our primary source of future growth and profitability. Our Morristown Branch opened in November of 2004. Costs rose this year as the Corporation invested in its technological capacity for future growth and the expectation of increased levels of business activity. ASSET QUALITY At December 31, 2004, non-performing loans totaled $351 thousand or 0.06 percent of total loans as compared to $215 thousand or 0.05 percent at December 31, 2003. The allowance for loan losses was $6.0 million or 1.05 percent of total loans at December 31, 2004 as compared to $5.5 million or 1.28 percent of total loans at December 31, 2003. Net recoveries of $2 thousand were recorded in the fourth quarter of 2004 as compared to net recoveries of $41 thousand during the same quarter of 2003. For the year to date December 31, 2004, net chargeoffs were $63 thousand as compared to net recoveries of $69 thousand for the same period in 2003. CAPITAL At December 31, 2004, shareholders' equity totaled $94.7 million as compared with $85.1 million at December 31, 2003, an increase of $9.6 million or 11.3 percent. The Corporation's leverage ratio, tier 1 and total risk based capital ratios at December 31, 2004 were 9.18 percent, 19.02 percent and 20.19 percent, respectively. Peapack-Gladstone Financial Corporation is a bank holding company with total assets of $1.07 billion as of December 31, 2004. Peapack-Gladstone Bank, its wholly owned community bank was established in 1921, and has 19 branches in Somerset, Hunterdon and Morris Counties. Its Trust Division, PGB Trust and Investments, operates at the Bank's main office located at 190 Main Street in Gladstone and at its Morristown office located at 233 South Street. To learn more about Peapack-Gladstone Financial Corporation and its services please visit our web site at www.pgbank.com or call 908-234-0700. -------------- The foregoing contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are not historical facts and include expressions about management's view of future interest income and net loans, management's confidence and strategies and management's expectations about new and existing programs and products, relationships, opportunities and market conditions. These statements may be identified by such forward-looking terminology as "expect", "look", "believe", "anticipate", "may", or similar statements or variations of such terms. Actual results may differ materially from such forward-looking statements. Factors that may cause results to differ materially from such forward-looking statements include, but are not limited to, an unexpected decline in the direction of the economy in New Jersey, unexpected changes in interest rates, unexpected loan prepayment volume, a decline in levels of loan quality and origination volume and a decline in the volume of increase in trust assets or deposits. Peapack- Gladstone assumes no obligation for updating any such forward-looking statements at any time. (Tables to Follow) PEAPACK-GLADSTONE FINANCIAL CORPORATION SELECTED CONSOLIDATED FINANCIAL DATA UNAUDITED (Dollars in Thousands, Except Per Share Amounts)
At or For The Three Months At or For The Twelve Months Ended Ended December 31, December 31, 2004 2003 2004 2003 ---- ---- ---- ---- Income Statement Data: Interest Income $ 12,108 $ 10,447 $ 44,917 $ 41,426 Interest Expense 2,930 2,314 9,860 10,262 ----------- ----------- ----------- ----------- Net Interest Income 9,178 8,133 35,057 31,164 Provision For Loan Losses 150 150 600 600 ----------- ----------- ----------- ----------- Net Interest Income After Provision For Loan Losses 9,028 7,983 34,457 30,564 Other Income 794 754 3,057 3,029 Securities (Losses)/Gains (462) 57 150 1,284 Trust Fees 1,579 1,337 6,720 5,759 Other Expenses 6,506 5,954 25,191 22,549 ----------- ----------- ----------- ----------- Income Before Income Taxes 4,433 4,177 19,193 18,087 Income Tax Expense 1,350 1,304 6,084 5,787 ----------- ----------- ----------- ----------- Net Income $ 3,083 $ 2,873 $ 13,109 $ 12,300 =========== =========== =========== =========== Balance Sheet Data: Total Assets $ 1,067,395 $ 968,126 Federal Funds Sold 101 5,461 Short-Term Investments 786 30,949 Securities Held To Maturity 87,128 97,701 Securities Available For Sale 354,186 355,998 Loans 572,164 427,001 Allowance For Loan Losses 6,004 5,467 Deposits 935,666 845,771 Borrowings 33,394 30,032 Shareholders' Equity 94,669 85,054 Trust Department Assets (Book Value, Not Included Above) $ 1,191,186 $ 1,089,447 s Average Balance Sheet Data: Total Assets $ 1,057,401 $ 947,634 $ 1,009,834 $ 918,961 Earning Assets 995,303 892,490 951,610 862,342 Loans, net 553,742 411,053 477,687 402,136 Interest-Bearing Deposits 737,097 660,301 705,943 655,433 Demand Deposits 162,351 148,324 158,151 139,476 Borrowings 57,563 48,356 50,416 35,248 Shareholders' Equity 93,979 83,636 89,081 81,226 Performance Ratios: Return on Average Assets 1.17% 1.21% 1.30% 1.34% Return on Average Equity 13.12 13.74 14.72 15.14
PEAPACK-GLADSTONE FINANCIAL CORPORATION SELECTED CONSOLIDATED FINANCIAL DATA UNAUDITED (Dollars in Thousands, Except Per Share Amounts)
At or For The Three Months At or For The Twelve Months Ended Ended December 31, December 31, 2004 2003 2004 2003 ---- ---- ---- ---- Net Interest Margin (Taxable Equivalent Basis) 3.78% 3.73% 3.78% 3.69% Asset Quality: Loans past due over 90 days And Still Accruing $ 0 $ 56 Non-Accrual Loans 351 159 Net (Charge-Offs)/Recoveries 2 41 (63) 69 Allowance For Loan Losses To Total Loans 1.05% 1.28% Per Share Data: (1) Earnings Per Share (Basic) $ 0.37 $ 0.35 $ 1.60 $ 1.51 Earnings Per Share (Diluted) 0.37 0.34 1.56 1.47 Book Value Per Share 11.48 10.43 Dividends Per Share 0.42 0.38 Capital Adequacy: Tier I Leverage 9.18% 8.91% Tier I Capital to Risk- Weighted Assets 19.02 20.38 Tier I & II Capital to Risk-Weighted Assets 20.19 21.74
(1) Restated for the effect of the 10 percent stock dividend declared September 9, 2004. PEAPACK-GLADSTONE FINANCIAL CORPORATION AVERAGE BALANCE SHEET UNAUDITED QUARTERS ENDED (Tax-Equivalent Basis, Dollars in Thousands)
December 31, 2004 December 31, 2003 Average Income/ Average Income/ Balance Expense Yield Balance Expense Yield ------- ------- ----- ------- ------- ----- ASSETS: Interest-Earning Assets: Investments: Taxable (1) $ 386,050 $ 3,758 3.89% $ 435,118 $ 4,014 3.69% Tax-Exempt (1) (2) 45,762 550 4.81% 35,085 455 5.18% Loans (2) (3) 559,659 8,004 5.72% 416,416 6,149 5.91% Federal Funds Sold 2,982 15 2.01% 4,304 10 0.94% Interest-Earning Deposits 850 4 1.88% 1,567 3 0.72% ----------- -------------------------- ----------- ------------------------ Total Interest-Earning Assets 995,303 $ 12,331 4.96% 892,490 $ 10,631 4.76% ----------- -------------------------- ----------- ------------------------ Noninterest-Earning Assets: Cash and Due from Banks 20,874 18,699 Allowance for Loan Losses (5,917) (5,363) Premises and Equipment 19,362 15,053 Other Assets 27,779 26,755 ----------- ----------- Total Noninterest-Earning Assets 62,098 55,144 ----------- ----------- Total Assets $ 1,057,401 $ 947,634 =========== =========== LIABILITIES: Interest-Bearing Deposits Checking $ 176,190 $ 364 0.83% $ 129,429 $ 123 0.35% Money Markets 76,492 259 1.35% 59,242 99 0.67% Tiered Money Markets 153,705 436 1.13% 141,419 355 1.00% Savings 106,893 170 0.64% 101,981 163 0.64% Certificates of Deposit 223,817 1,304 2.33% 228,230 1,269 2.22% ----------- -------------------------- ----------- ------------------------ Total Interest-Bearing Deposits 737,097 2,533 1.37% 660,301 2,009 1.22% Borrowings 57,563 397 2.76% 48,356 305 2.53% ----------- -------------------------- ----------- ------------------------ Total Interest-Bearing Liabilities 794,660 2,930 1.47% 708,657 2,314 1.31% ----------- -------------------------- ----------- ------------------------ Noninterest Bearing Liabilities Demand Deposits 162,351 148,324 Accrued Expenses and Other Liabilities 6,411 7,017 ----------- ----------- Total Noninterest-Bearing Liabilities 168,762 155,341 Shareholders' Equity 93,979 83,636 ----------- ----------- Total Liabilities and Shareholders' Equity $ 1,057,401 $ 947,634 =========== =========== Net Interest Income $ 9,401 $ 8,317 =========== =========== Net Interest Spread 3.49% 3.45% ==== ==== Net Interest Margin (4) 3.78% 3.73% ==== ====
PEAPACK-GLADSTONE FINANCIAL CORPORATION AVERAGE BALANCE SHEET UNAUDITED YEAR-TO-DATE (Tax-Equivalent Basis, Dollars in Thousands)
December 31, 2004 December 31, 2003 Average Income/ Average Income/ Balance Expense Yield Balance Expense Yield ------- ------- ----- ------- ------- ----- ASSETS: Interest-Earning Assets: Investments: Taxable (1) $ 418,492 $ 15,992 3.82% $ 419,464 $ 15,261 3.64% Tax-Exempt (1) (2) 42,959 2,155 5.02% 28,572 1,571 5.50% Loans (2) (3) 483,397 27,566 5.70% 407,261 25,155 6.18% Federal Funds Sold 5,122 58 1.13% 6,128 70 1.14% Interest-Earning Deposits 1,640 19 1.16% 917 8 0.87% ----------- -------------------------- ----------- ------------------------ Total Interest-Earning Assets 951,610 $ 45,790 4.81% 862,342 $ 42,065 4.88% ----------- -------------------------- ----------- ------------------------ Noninterest-Earning Assets: Cash and Due from Banks 19,832 18,849 Allowance for Loan Losses (5,710) (5,125) Premises and Equipment 17,785 14,788 Other Assets 26,317 28,107 ----------- ----------- Total Noninterest-Earning Assets 58,224 56,619 ----------- ----------- Total Assets $ 1,009,834 $ 918,961 LIABILITIES: Interest-Bearing Deposits Checking $ 159,043 $ 991 0.62% $ 129,203 $ 616 0.48% Money Markets 68,582 572 0.83% 62,607 552 0.88% Tiered Money Markets 149,559 1,450 0.97% 129,485 1,444 1.12% Savings 106,518 664 0.62% 100,451 767 0.76% Certificates of Deposit 222,241 4,834 2.18% 233,687 5,997 2.57% ----------- -------------------------- ----------- ------------------------ Total Interest-Bearing Deposits 705,943 8,511 1.21% 655,433 9,376 1.43% Borrowings 50,416 1,349 2.68% 35,248 886 2.51% ----------- -------------------------- ----------- ------------------------ Total Interest-Bearing Liabilities 756,359 9,860 1.30% 690,681 10,262 1.49% ----------- -------------------------- ----------- ------------------------ Noninterest Bearing Liabilities Demand Deposits 158,151 139,476 Accrued Expenses and Other Liabilities 6,243 7,578 ----------- ----------- Total Noninterest-Bearing Liabilities 164,394 147,054 Shareholders' Equity 89,081 81,226 ----------- ----------- Total Liabilities and Shareholders' Equity $ 1,009,834 $ 918,961 =========== =========== Net Interest Income $ 35,930 $ 31,803 =========== =========== Net Interest Spread 3.51% 3.39% ==== ==== Net Interest Margin (4) 3.78% 3.69% ==== ====
(1) Average balances for available-for-sale securities are based on amortized cost. (2) Interest income is presented on a tax-equivalent basis using a 35 percent federal tax rate. (3) Loans are stated net of unearned income and include non-accrual loans. (4) Net interest income on a tax-equivalent basis as a percentage of total average interest-earning assets. -----END PRIVACY-ENHANCED MESSAGE-----