-----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, Rk0OGxODLEZT3D0glsbXgszB+Y8GTaSlBciDqAJ6HlDVQFiJnGCUt4fzsT32xsUI 6aSA2Cqm6Y+HPWW1RStLyg== 0000943374-07-000134.txt : 20070130 0000943374-07-000134.hdr.sgml : 20070130 20070130143025 ACCESSION NUMBER: 0000943374-07-000134 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070129 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070130 DATE AS OF CHANGE: 20070130 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PROVIDENT NEW YORK BANCORP CENTRAL INDEX KEY: 0001070154 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 800091851 STATE OF INCORPORATION: DE FISCAL YEAR END: 0906 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25233 FILM NUMBER: 07564106 BUSINESS ADDRESS: STREET 1: 400 RELLA BLVD CITY: MONTEBELLO STATE: NY ZIP: 10901 BUSINESS PHONE: 8453698040 MAIL ADDRESS: STREET 1: 400 RELLA BLVD CITY: MONTEBELLO STATE: NY ZIP: 10901 FORMER COMPANY: FORMER CONFORMED NAME: PROVIDENT BANCORP INC/NY/ DATE OF NAME CHANGE: 19980910 8-K 1 form8k_012907.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 29, 2007 ---------------- PROVIDENT NEW YORK BANCORP (Exact Name of Registrant as Specified in Charter) Delaware 0-25233 80-0091851 ---------------------------- --------------------- -------------------- (State or Other Jurisdiction) (Commission File No.) (I.R.S. Employer of Incorporation) Identification No.) 400 Rella Boulevard, Montebello, New York 10901 - ----------------------------------------- ----- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (845) 369-8040 -------------- 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 (see General Instruction A.2. below): [ ] 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)) Item 2.02. Results of Operations and Financial Condition --------------------------------------------- On January 29, 2007, the Company issued a press release regarding its earnings for the fiscal quarter ended December 31, 2006. The press release is included as Exhibit 99 to this report. The information included in Exhibit 99 is considered to be "furnished" under the Securities Exchange Act of 1934. Item 9.01. Financial Statements and Exhibits --------------------------------- The Index of Exhibits immediately precedes the attached exhibits. 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. PROVIDENT NEW YORK BANCORP DATE: January 29, 2007 By: /s/ Paul A. Maisch --------------------------------------- Paul A. Maisch Executive Vice President and Chief Financial Officer EXHIBIT INDEX The following exhibits are furnished as part of this report: Exhibit No. Description ----------- ----------- 99 Press Release of Provident New York Bancorp Dated January 29, 2007 EXHIBIT 99 PRESS RELEASE OF PROVIDENT NEW YORK BANCORP EX-99 2 form8k_press-012907.txt PRESS RELEASE Provident New York Bancorp Logo Provident New York Bancorp 400 Rella Boulevard News Release Montebello, NY 10901-4243 T 845.369.8040 F 845.369.8255 www.providentbanking.com FOR IMMEDIATE RELEASE Stock Symbol: PBNY January 29, 2006 Traded on NASDAQ Global Select Market PROVIDENT BANK CONTACT: Paul A. Maisch, EVP & Chief Financial Officer Miranda Grimm, VP & Controller 845.369.8040 PROVIDENT NEW YORK BANCORP ANNOUNCES QUARTERLY EARNINGS OF $4.6 MILLION, OR $0.11 PER DILUTED SHARE MONTEBELLO, NY - January 29, 2006 - Provident New York Bancorp (Nasdaq-Global Select Market: PBNY), the parent company of Provident Bank, today announced that for the three months ended December 31, 2006, net income was $4.6 million, or $0.11 per diluted share, compared to net income of $5.2 million, or $0.12 per diluted share, for the three months ended December 31, 2005. George Strayton, President and CEO commented: "The flat yield curve continues to motivate customers to migrate from lower cost deposits to higher cost deposits without taking the risk of moving out on the time line. Although tax equivalent interest income is up this quarter by 2.3%, interest expense is up by 11.6%, putting pressure on net interest margin. Mitigating this continued margin pressure are increases in commercial loan volume, up by over $25.6 million, or 12% on an annualized basis, and maturing investments of over $250,000,000 in the next twelve months with an average yield of 3.66% which we expect to reinvest at higher rates. At some point and we don't know when that point is, we believe that the deposit migration will moderate and interest income growth will outpace interest expense growth. Expenses have not increased, if the incremental marketing expenses for fiscal 2007 are removed from the calculation. Given the competition for core deposits and the major upheaval in the market place with the JPMChase acquisition of the Bank of New York branches, Provident increased its marketing efforts significantly for 2007." First quarter operating summary: - -------------------------------- o Net interest income declined by $1.7 million, or 7.8% from the previous year, and tax equivalent net interest margin declined by 55 basis points. Net interest margin also decreased 18 basis points compared to the linked quarter ended September 30, 2006. This was mainly the result of higher borrowing costs and higher rates paid on deposit accounts. Provident New York Bancorp Press Release cont. 2 o Non-interest income increased $1.0 million, or 23.9%, as a result of investment management fee growth, Bank-Owned Life Insurance and the sale of real estate. o Non-interest expense increased $515 thousand, or 3.0%, mainly due to increased expenses associated with marketing the Company's loan and deposit products and professional fees related to our investment management subsidiary, Hudson Valley Investment Advisors. Key Balance Sheet Changes at December 31, 2006 vs. September 30, 2006 - --------------------------------------------------------------------- o Total assets at December 31, 2006 decreased to $2.8 billion, down $44.9 million, or 1.6%, from September 30, 2006. o Gross loans, excluding loans held for sale, grew $32.8 million to $1.5 billion, largely due to a $25.6 million, or 3.3%, increase in commercial loans. o Loans held for sale of $11.5 million represent student loans, which will be purchased by a third party 60 days after annual advances have occurred. o Securities decreased $74.9 million to $937.8 million, as the Company paid down high-cost borrowings with maturing securities. o Certificates of deposit increased by $34.4 million to $626 million, offsetting a decline in savings and money market accounts of $21.8 million to $595.5 million. Transaction deposits decreased $16.1 million to $504.5 million. These shifts reflect customers' continued migration into higher rate interest-bearing products. o Non-performing assets increased $1.4 million from September 30, 2006, primarily due to one large commercial borrower. o Stockholders' equity increased $6.0 million to $411.3 million primarily due to net retentions of earnings of $2.9 million, $900,000 in stock-based compensation and a decrease in other comprehensive loss on available-for-sale securities (SFAS No.115) of $1.2 million to $6.4 million. There were no repurchases of stock under the Company's stock repurchase program during the quarter. Key Operating Results - Quarter Ended December 31, 2006 vs. December 31, 2005 - ----------------------------------------------------------------------------- Net interest income decreased $1.7 million or 7.8%, to $19.7 million primarily as a result of an increase in interest expense of $3.3 million for certificates of deposit and $3.7 million for borrowings. This was offset in part by an increase in interest income of $5.9 million over last year's quarter. Tax equivalent net interest margin decreased from 3.83% for the three months ended December 31, 2005 to 3.28% for the same period in 2006. Average interest-earning assets increased by $212.8 million compared to the prior year`s quarter, including $129.4 million in loans and $73.1 million in securities. When coupled with the increase of 48 basis points in yield, $5.9 million ($6.2 million tax equivalent) increase in gross interest income to $37.3 million was achieved. The cost of interest-bearing liabilities increased by 121 basis points to 3.42%. When combined with increases of $171.5 million in average borrowings and $68.8 million in average interest-bearing deposits, the result was increased interest expense of $7.6 million, to $17.6 million. The increase of $137.3 million in the average balance of higher-cost certificates of deposit also contributed to the higher interest expense, more than offsetting reduced interest expense due to a decline of $102.7 million in average savings account balances from the previous year. Provident New York Bancorp Press Release cont. 3 Non-interest income increased by $1.0 million, or 23.9% for the three months ended December 31, 2006 compared to the same period the prior year. Investment management fees increased by $365,000 primarily due to fees earned by our investment management subsidiary, Hudson Valley Investment Advisors ("HVIA") acquired in June of 2006. In addition, we received death benefit proceeds of $350,000 from our Bank Owned Life Insurance and $200,000 in gains from dispositions of real estate. Increases in deposit services fees of $175,000 offset a decline in title insurance fees of $150,000 due to a slowdown in the real estate markets. Non-interest expense increased by $515,000, or 3.0%, to $17.9 million primarily due to increased marketing expenses of $292,000 and professional fees of $135,000 (HVIA management fees). Compensation and benefits expense remained at $7.8 million for the quarter as savings from retirement plan changes implemented in the prior year offset staffing and merit increases. Stock-based compensation declined by $136,000 due to lower acceleration of vesting of restricted stock awards. Occupancy and office operations increases of $197,000 were offset by lower data and check processing expenses of $227,000 as we took our data processing operations in-house in November of 2005. The Company's effective tax rate for the quarter ended December 31, 2006 was 28%, compared to 33% for the quarter ended December 31, 2005. The lower rate reflects the higher utilization of tax-exempt securities and receipt of the non-taxable BOLI death benefit proceeds. Additional information - ---------------------- At December 31, 2006 the Company had $256 million in investment securities that will mature or reprice within the next 12 months. The average tax equivalent yield of these investments is 3.66%. Depending on the market conditions at the point of reinvestment, proceeds from the maturities will be either reinvested at the current market rates or borrowings will be reduced. The Company maintains two ESOP loans, which release a total of 188,000 shares per year. The Company's first ESOP loan will be paid off as of December 31, 2007. As a result, after December 31, 2007, expense will be recorded on the annual release of only 50,000 shares. Note: In addition to historical information, this earnings release may contain forward-looking statements. For this purpose, any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. There are a number of important factors that have been outlined in previously filed documents with the Securities and Exchange Commission, and other factors that could cause the Company's actual results to differ materially from those contemplated by such forward-looking statements. The Company undertakes no obligation to publicly release the results of any revisions to those forward-looking statements which may be made to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events. Provident New York Bancorp Press Release cont. 4 Provident New York Bancorp and Subsidiaries CONSOLIDATED CONDENSED STATEMENTS OF FINANCIAL CONDITION (unaudited, in thousands, except share and per share data)
December 31, September 30, December 31, ------------ ------------ ------------ 2006 2006 2005 ---- ---- ---- Assets: Cash and due from banks $ 51,327 $ 57,293 $ 61,579 Total securities 937,846 1,012,716 898,528 Loans held for sale 11,458 7,473 833 Loans: One- to four-family residential mortgage loans 465,578 462,996 461,218 Commercial real estate, commercial business and construction loans 812,735 787,086 728,669 Consumer loans 228,067 223,476 197,261 ---------- ---------- --------- Total loans, gross 1,506,380 1,473,558 1,387,148 Allowance for loan losses (20,436) (20,373) (20,714) ---------- ---------- --------- Total loans, net 1,485,944 1,453,185 1,366,434 --------- --------- --------- Federal Home Loan Bank stock, at cost 30,854 33,518 26,677 Premises and equipment, net 30,074 31,739 32,739 Goodwill 159,828 159,817 157,656 Other amortizable intangibles 13,358 14,189 13,741 Bank owned life insurance 39,548 39,308 38,080 Other assets 36,217 32,099 34,673 --------- --------- ------- Total assets $2,796,454 $2,841,337 $2,630,940 ========== ========== ========== Liabilities: Deposits: Demand deposits $ 352,547 $ 366,847 $ 364,290 NOW deposits 151,931 153,732 150,413 --------- ---------- --------- Total transaction accounts 504,478 520,579 514,703 Savings 364,934 378,337 459,665 Money market deposits 230,584 238,979 207,971 Certificates of deposit 626,190 591,766 492,977 --------- --------- --------- Total deposits 1,726,186 1,729,659 1,675,316 Borrowings 623,250 682,739 533,843 Mortgage escrow funds and other 35,738 23,653 29,202 --------- --------- --------- Total liabilities 2,385,174 2,436,051 2,238,361 Stockholders' equity 411,280 405,286 392,579 --------- --------- --------- Total liabilities and stockholders' equity $2,796,454 $2,841,337 $2,630,940 ========== ========== ========== Shares of common stock outstanding at period end 42,716,253 42,699,046 43,044,299 Book value per share $9.63 $9.49 $9.12
Provident New York Bancorp Press Release cont. 5 Provident New York Bancorp and Subsidiaries CONSOLIDATED STATEMENTS OF INCOME (unaudited, in thousands, except share and per share data)
Three Months Ended Three Months Ended December 31, September 30, 2006 2005 2006 ---- ---- ---- Interest and dividend income: Loans and loan fees $26,289 $22,477 $25,690 Securities 10,501 8,628 10,373 Other earning assets 550 299 461 ------ ------ ------ Total interest and dividend income 37,340 31,404 36,524 ------ ------ ------ Interest expense: Deposits 9,135 5,258 7,956 Borrowings 8,509 4,796 7,848 ------ ------ ------ Total interest expense 17,644 10,054 15,804 ------ ------ ------ Net interest income 19,696 21,350 20,720 Provision for loan losses 400 300 300 ------ ------ ------ Net interest income after provision for loan losses 19,296 21,050 20,420 ------ ------ ------ Non-interest income: Deposit fees and service charges 2,845 2,670 2,791 Title insurance fees 266 416 493 Bank owned life insurance 774 413 416 Investment management fees 622 257 622 Other 527 308 434 ------ ------ ------ Total non-interest income 5,034 4,064 4,756 ------ ------ ------ Non-interest expense: Compensation and employee benefits 7,808 7,840 8,181 Stock-based compensation plans 1,376 1,512 1,317 Occupancy and office operations 2,833 2,636 2,826 Advertising and promotion 884 592 547 Professional fees 989 854 924 Data and check processing 651 878 636 Amortization of intangible assets 803 837 832 ATM/debit card expense 443 344 423 Other 2,137 1,916 1,968 ------ ------ ------ Total non-interest expense 17,924 17,409 17,654 ------ ------ ------ Income before income tax expense 6,406 7,705 7,522 Income tax expense 1,795 2,545 2,452 ------ ------ ------ Net income $ 4,611 $ 5,160 $ 5,070 ======= ======= ======= Per common share: Basic earnings $0.11 $0.13 $0.12 Diluted earnings 0.11 0.12 0.12 Dividends declared 0.05 0.05 0.05 Weighted average common shares: Basic 41,168,880 41,193,958 40,945,185 Diluted 41,861,538 41,670,008 41,407,390
Provident New York Bancorp Press Release cont. 6
Selected Financial Condition Data: Three Months Ended --------------------------------------------------------------------------------- (in thousands except share and per share data) 12/31/06 09/30/06 06/30/06 03/31/06 12/31/05 -------------- -------------- -------------- -------------- ------------- (In thousands) End of Period - ------------- Total assets $ 2,796,454 $ 2,841,337 $ 2,780,419 $ 2,745,628 $ 2,630,940 Loans, gross (1) 1,506,380 1,473,558 1,450,348 1,405,596 1,387,148 Securities available for sale 881,106 951,729 916,752 926,037 832,578 Securities held to maturity 56,740 60,987 64,631 67,364 65,949 Bank owned life insurance 39,548 39,308 38,892 38,475 38,080 Goodwill 159,828 159,817 159,093 157,526 157,656 Other amortizable intangibles 13,358 14,189 15,030 12,983 13,741 Deposits 1,726,186 1,729,659 1,750,780 1,779,289 1,675,316 Borrowings 623,250 682,739 605,523 546,210 533,843 Equity 411,280 405,286 391,492 387,293 392,579 Average Balances - ---------------- Total assets $ 2,813,257 $ 2,795,917 $ 2,756,664 $ 2,664,774 $ 2,604,713 Loans, gross: Real estate- residential mortgage 463,285 465,231 465,703 457,030 453,018 Real estate- commercial mortgage 529,781 528,225 518,538 514,089 502,435 Real estate- construction & land development 101,769 91,280 80,894 78,176 69,314 Commercial and industrial 165,120 156,737 150,605 147,775 146,116 Consumer loans 233,155 221,880 209,970 199,014 192,819 Loans total 1,493,110 1,463,353 1,425,710 1,396,084 1,363,702 Securities (taxable) 824,657 850,929 871,878 825,284 797,115 Securities (non-taxable) 139,876 128,257 112,282 100,693 94,324 Total earning assets 2,472,425 2,456,228 2,421,497 2,330,822 2,259,617 Non earning assets 340,832 339,689 335,167 333,952 344,160 Non-interest bearing checking 341,259 356,651 357,992 362,955 382,009 Interest bearing NOW accounts 149,311 153,653 153,848 141,064 138,273 Total transaction accounts 490,570 510,304 511,840 504,019 520,282 Savings (including mortgage escrow funds) 375,325 418,942 436,611 448,084 478,002 Money market deposits 238,079 246,471 240,071 222,169 214,930 Certificates of deposit 625,781 565,111 577,219 521,399 488,517 Total deposits 1,729,755 1,740,828 1,765,741 1,695,671 1,701,731 Total interest bearing deposits 1,388,496 1,384,177 1,407,749 1,332,716 1,319,722 Borrowings 657,269 631,760 582,294 556,201 485,800 Equity 406,927 396,263 388,398 390,958 392,037 Other comprehensive loss (SFAS 115), reflected in equity (6,013) (13,203) (14,280) (9,992) (10,269) Selected Operating Data: Condensed Tax Equivalent Income Statement - ----------------------------------------- Interest and dividend income $ 37,340 $ 36,524 $ 34,946 $ 32,742 $ 31,404 Tax equivalent adjustment* 720 677 592 508 477 Interest expense 17,644 15,804 13,262 11,739 10,054 ------------- ------------- ------------- ------------- ------------ Net interest income (tax equivalent) 20,416 21,397 22,276 21,511 21,827 Provision for loan losses 400 300 300 300 300 ------------- ------------- ------------- ------------- ------------ Net interest income after provision for loan losses 20,016 21,097 21,976 21,211 21,527 Non-interest income 5,034 4,756 4,361 3,964 4,064 Non-interest expense 17,924 17,654 18,041 18,144 17,409 ------------- ------------- ------------- ------------- ------------ Income before income tax expense 7,126 8,199 8,296 7,031 8,182 Income tax expense (tax equivalent) 2,515 3,129 2,735 2,626 3,022 ------------- ------------- ------------- ------------- ------------ Net income $ 4,611 $ 5,070 $ 5,561 $ 4,405 $ 5,160 ============= ============= ============= ============= ============
(1) Does not reflect allowance for loan losses of $20,436, $20,373, $20,360, $20,093 and $20,714. * Tax exempt income assumed at a 35% federal rate. Provident New York Bancorp Press Release cont. 7
Three Months Ended ------------------------------------------------------------------------------- 12/31/06 09/30/06 06/30/06 03/31/06 12/31/05 ----------- ----------- ---------- ----------- -------- Performance Ratios (annualized) - ------------------------------- Return on Average Assets 0.65% 0.72% 0.81% 0.67% 0.79% Return on Average Equity 4.50% 5.08% 5.72% 4.57% 5.22% Non-Interest Income to Average Assets 0.71% 0.67% 0.63% 0.60% 0.62% Non-Interest Expense to Average Assets 2.53% 2.51% 2.62% 2.76% 2.65% Operating efficiency 72.5% 69.3% 69.3% 72.7% 68.5% Analysis of Net Interest Income - ------------------------------- Yield on: Loans 7.08% 7.06% 6.92% 6.82% 6.65% Investment Securities- Tax Equivalent 4.62% 4.48% 4.44% 4.28% 4.06% Earning Assets- Tax Equivalent 6.11% 6.01% 5.89% 5.79% 5.60% Cost of: Interest Bearing Deposits 2.61% 2.28% 2.13% 1.86% 1.58% Borrowings 5.14% 4.93% 3.97% 4.11% 3.92% Interest Bearing Liabilities 3.42% 3.11% 2.67% 2.52% 2.21% Net Interest Tax Equivalent: Net Interest Rate Spread- Tax Equivalent Basis 2.69% 2.90% 3.21% 3.27% 3.39% Net Interest Margin- tax Equivalent Basis 3.28% 3.46% 3.69% 3.74% 3.83% Capital Information Data - ------------------------ Tier 1 Leverage Ratio- Bank Only 8.27% 7.82% 7.54% 7.43% 8.37% Tier 1 Risk-Based Capital- Bank Only $ 216,820 $ 208,820 $ 196,957 $ 191,775 $ 206,062 Total Risk-Based Capital- Bank Only 237,256 229,193 217,317 211,868 227,713 Tangible Capital Consolidated $ 238,943 $ 233,121 $ 218,255 $ 217,645 $ 221,990 Tangible Capital as a % of Tangible Assets 9.11% 8.74% 8.37% 8.45% 9.03% Shares Outstanding $ 42,716,253 $ 42,699,046 $ 42,623,299 42,424,255 43,044,299 Shares Repurchased Per Stock Repurchase Program - 35,623 11,700 641,400 473,171 Basic weighted common shares outstanding 41,168,880 40,945,185 40,730,064 40,939,326 41,193,958 Diluted common shares oustanding 41,861,358 41,407,390 41,276,806 41,406,485 41,670,008 Per Common Share: Basic Earnings $ 0.11 $ 0.12 $ 0.14 $ 0.11 $ 0.13 Diluted Earnings 0.11 0.12 0.13 0.11 0.12 Dividends Paid 0.05 0.05 0.05 0.05 0.05 Book Value 9.63 9.49 9.18 9.13 9.12 Tangible Book Value 5.59 5.46 5.12 5.13 5.16 Asset Quality Measurements - -------------------------- Non-performing loans (NPLs) $ 6,449 $ 5,024 $ 4,674 $ 4,144 $ 5,054 Non-performing assets (NPAs) 6,536 5,111 4,762 4,234 5,145 Net Charge-offs (recoveries) 337 (35) 33 992 489 Net Charge-offs (recoveries) as % of average loans (annualized) 0.09% (0.01%) 0.05% 0.28% 0.14% NPLs as % of total loans 0.43% 0.34% 0.32% 0.29% 0.36% NPAs as % of total assets 0.23% 0.18% 0.17% 0.15% 0.20% Allowance for loan losses as % of NPLs 317% 406% 436% 485% 410% Allowance for loan losses as % of total loans 1.38% 1.40% 1.43% 1.43% 1.49%
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