-----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, UikCtoIYim+mU499EuYGsZZhUF01+et3xyZl7vesKi4tnpuWkdABj/Z2jYe3xRx4 heR1PyWmCloVu53I/IgvGQ== 0000909654-10-000076.txt : 20100204 0000909654-10-000076.hdr.sgml : 20100204 20100204140032 ACCESSION NUMBER: 0000909654-10-000076 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100204 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100204 DATE AS OF CHANGE: 20100204 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Fox Chase Bancorp Inc CENTRAL INDEX KEY: 0001359111 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 000000000 STATE OF INCORPORATION: X1 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32971 FILM NUMBER: 10573586 BUSINESS ADDRESS: STREET 1: 4390 DAVISVILLE ROAD CITY: HATBORO STATE: PA ZIP: 19040 BUSINESS PHONE: 215-682-7400 MAIL ADDRESS: STREET 1: 4390 DAVISVILLE ROAD CITY: HATBORO STATE: PA ZIP: 19040 8-K 1 foxchase8kfeb3-10.txt 1 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): February 4, 2010 FOX CHASE BANCORP, INC. ----------------------- (Exact Name of Registrant as Specified in Its Charter) UNITED STATES 1-32971 33-1145559 ------------- ------- ---------- (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File Number) Identification No.) 4390 DAVISVILLE ROAD, HATBORO, PENNSYLVANIA 19040 ------------------------------------------------- (Address of principal executive offices) (Zip Code) (215) 682-7400 -------------- (Registrant's telephone number, including area code) NOT APPLICABLE -------------- (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 2 ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION. --------------------------------------------- On February 4, 2010, Fox Chase Bancorp, Inc. (the "Company"), the holding company for Fox Chase Bank, issued a press release announcing its financial results for the three and twelve months ended December 31, 2009. For more information, reference is made to the Company's press release dated February 4, 2010, a copy of which is attached to this Report as Exhibit 99.1 and is furnished herewith. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. --------------------------------- (d) Exhibits Number Description ------ ----------- 99.1 Press Release dated February 4, 2010 3 SIGNATURE 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. Date: February 4, 2010 By /s/ Roger S. Deacon ------------------------------------- Roger S. Deacon Executive Vice President and Chief Financial Officer EX-99.1 2 foxchaseexb99feb3-10.txt 1 EXHIBIT 99.1 FOX CHASE BANCORP, INC. ANNUAL EARNINGS 2009 PAGE 1 [FOX CHASE BANCORP, INC. LOGO] 4390 Davisville Road, Hatboro, PA 19040 Phone (215) 682-7400 Fax (215) 682-4144 NEWS RELEASE ------------ FOR IMMEDIATE RELEASE DATE: February 4, 2010 CONTACT: Roger S. Deacon Chief Financial Officer PHONE: (215) 775-1435 FOX CHASE BANCORP, INC. ANNOUNCES LOSS FOR THE YEAR AND FOURTH QUARTER HATBORO, PA, FEBRUARY 4, 2010 - Fox Chase Bancorp, Inc. (the "Company") (NASDAQ GM: FXCB), the holding company for Fox Chase Bank (the "Bank"), today announced a net loss of $1.0 million for the year ended December 31, 2009, compared to net income of $1.2 million for the year ended December 31, 2008. The net loss for the year ended December 31, 2009 included a provision for loan losses of $9.1 million compared to a provision for loan losses of $2.9 million for the year ended December 31, 2008. The Company reported a net loss of $2.4 million for the three months ended December 31, 2009 compared to net loss of $93,000 for the three months ended December 31, 2008. Net loss for the three months ended December 31, 2009 and 2008 included a provision for loan losses of $6.6 million and $2.0 million, respectively. 2 FOX CHASE BANCORP, INC. ANNUAL EARNINGS 2009 PAGE 2 Highlights for the year include: o Deposit growth of $249.8 million, or 41%; o Interest and fees on loans increased $3.7 million, or 12%; o Net interest income increased $1.9 million, or 9%; o Noninterest expense, excluding a $1.6 million increase in Federal Deposit Insurance Corporation ("FDIC") premiums, decreased $234,000, or 1.2%; o The Bank remains "well capitalized" by all regulatory measures at December 31, 2009 with Tier 1 Capital at 8.51%, Tier 1 Risk-Based Capital of 15.41% and Total Risk-Based Capital of 16.57%; o The Company had $123.6 million in stockholders' equity and an equity to total assets ratio of 10.5% at December 31, 2009. Credit related items as of and for the year ended December 31, 2009 include: o Allowance for loan losses increased to $10.6 million, or 1.65% of total loans compared to $6.3 million, or 1.05% of total loans at December 31, 2008; o Allowance for loan losses to nonperforming loans was 35.7% at December 31, 2009; o Loan charge offs totaled $4.7 million during 2009, of which $4.4 million were related to commercial loans; o Nonperforming assets increased to $33.7 million, or 2.87% of total assets, at December 31, 2009, compared to $5.9 million, or 0.63% of total assets at December 31, 2008; o Nonperforming assets were comprised of the following asset classes: o construction loans for residential projects - $15.7 million; o commercial real estate loans - $5.3 million; o commercial and industrial loans - $250,000; o one-to-four family residential and home equity loans - $8.4 million; and o assets acquired through foreclosure - $4.1 million; o Specific reserves related to nonperforming loans totaled $4.3 million at December 31, 2009; o Nonperforming loans are all within the Bank's geographic footprint, however, the New Jersey economy has deteriorated at a faster rate than the economy in Southeastern Pennsylvania. Approximately 80% of the Bank's nonperforming construction and commercial loans and 89% of 3 FOX CHASE BANCORP, INC. ANNUAL EARNINGS 2009 PAGE 3 nonperforming residential and home equity loans are located in New Jersey; o Nonperforming loans include two construction loans for residential projects totaling $10.5 million, where the borrowers were not contractually delinquent as of December 31, 2009. These loans were classified as nonperforming due to uncertainty regarding the ability of the borrower to make future payments as contractually due. Loan loss reserves were established based on appraised values of the underlying real estate; o Delinquent loans 30 to 90 days totaled $1.1 million at December 31,2009 compared to $11.3 million at September 30, 2009. Commenting on the fourth quarter 2009 and full year performance, Thomas M. Petro, President and Chief Executive Officer of Fox Chase Bancorp said, "Economic conditions in the Bank's geographic locations of Southern New Jersey and Southeastern Pennsylvania continued to deteriorate during the latter part of 2009. We are disappointed with the increased levels of nonperforming assets and the associated increase in the provision for loan losses during the fourth quarter of 2009. Continuing high unemployment and weakness in the housing market continue to place stress on our borrowers. The most significant impact on our loan portfolio was continued stress on real estate values as construction loans for residential projects; residential mortgages and home equity loans comprised $24.1 million of our $29.7 million nonperforming loans at year-end. We are committed to maintaining a strong balance sheet with appropriate loss reserves and strong capital ratios, which will position us well for handling risks going forward into 2010. To assist in such efforts, we have established a Special Asset Management Group within the Bank, comprised of four employees experienced in workout resolutions." Total assets increased $242.5 million, or 26.0%, to $1.17 billion at December 31, 2009, compared to $931.3 million at December 31, 2008. The increase in assets was primarily due to a $133.2 million, or 49.4%, increase in mortgage related securities, a $61.5 million increase in cash and cash equivalents, as well as a $42.3 million, or 7.2% increase in loans. Deposits increased $249.8 million, or 41.1%, to $858.3 million at December 31, 2009. The increase was primarily a result of a $150.1 million increase in certificates of deposit as well as an increase of $83.1 million in money market accounts, primarily a result of promotional activities completed in the first quarter of 2009. Stockholders' equity increased $2.4 million to $123.6 million at December 31, 2009 compared to $121.2 million at December 31, 2008. The primary reason for the 4 FOX CHASE BANCORP, INC. ANNUAL EARNINGS 2009 PAGE 4 increase was the change in accumulated other comprehensive income of $6.5 million offset by the repurchase of 457,372 shares of common stock at a cost of $4.5 million and the net loss for the period. Net interest income increased $1.9 million, or 8.9%, and $510,000, or 8.6%, during the twelve and three months ended December 31, 2009, respectively, compared to the same periods in 2008. Net interest margin was 2.16% for the twelve months ended December 31, 2009 compared to 2.59% for the comparable period in 2008. Net interest margin was 2.20% for the three months ended December 31, 2009 compared to 2.09% for the three months ended September 30, 2009 and 2.70% for the three months ended December 31, 2008. The increase in net interest income for 2009 was primarily attributable to an increase of $255.6 million, or 30.7%, of average interest earning assets in 2009 as compared to 2008, as average loans increased $106.8 million, or 20.6%, and average mortgage related securities increased $105.7 million, or 42.8%, in 2009 as compared to 2008. The Company recorded a provision for loan losses of $9.1 million and $6.6 million for the twelve and three months ended December 31, 2009, respectively as compared to $2.9 million and $2.0 million for the twelve and three months ended December 31, 2008, respectively. The $6.6 million provision for the fourth quarter of 2009 was primarily a result of: (1) specific provisions for impairments on nonperforming construction and commercial loans totaling $4.9 million based primarily on appraisals; (2) specific provisions for impairments on residential mortgages and consumer loans totaling $750,000, primarily related to three loans; (3) an increase in general reserves on construction and commercial loans, primarily related to downgrades in internal risk ratings on existing credits, totaling $800,000; and (4) an increase in general reserves on residential mortgages and consumer loans totaling $150,000. The Company recorded $4.7 million and $4.5 million of loan charge offs for the twelve and three months ended December 31, 2009. The commercial loan portfolio had $4.4 million of charge offs in the three months ended December 31, 2009, including $2.9 million related to a self-storage center located in New Jersey. Noninterest income increased $2.4 million and $848,000 for the twelve and three months ended December 31, 2009, respectively, compared to the same periods in 2008. The increases for the twelve and three months ended December 2009 were primarily due to $2.4 million and $835,000 in net gains on sale of investment 5 FOX CHASE BANCORP, INC. ANNUAL EARNINGS 2009 PAGE 5 securities in 2009. Such gains were offset by an impairment loss taken on real estate held for investment of $150,000 in the fourth quarter 2009. Other noninterest income increased $242,000 and $29,000, respectively, for the twelve and three months ended December 31, 2009, compared to the same periods in 2008 primarily due to earnings from an investment in a mortgage company of $234,000 and $25,000, respectively for the twelve and three months ended December 31, 2009. Finally, for the twelve months ended December 31, 2009, service charges and other fee income increased by $170,000 as the Bank reduced the valuation allowance on its mortgage servicing rights by $48,000 compared to recording a valuation allowance of $133,000 for the same period in 2008. Noninterest expense increased $1.4 million, or 7.3%, and $155,000, or 3.5%, during the twelve and three months ended December 31, 2009, respectively, compared to the same periods in 2008. The increase in noninterest expense for the twelve and three month period was primarily a result of FDIC premiums increasing $1.6 million and $285,000, respectively, due to (a) a one-time FDIC special assessment of $536,000 assessed in the second quarter of 2009, (b) the Bank's FDIC insurance credit was fully utilized during the fourth quarter of 2008 and (c) an increase in both the average deposit balances and the FDIC premium rate. The Company's effective income tax rate was (44.6)% and 12.0% for the twelve-month periods ended December 31, 2009 and 2008 and (34.8)% and (69.3)% for the three months ended December 31, 2009 and 2008, respectively. During the twelve and three months ended December 31, 2009, the Company repurchased 457,372 and 70,100 shares of common stock, at average prices of $9.85 and $9.98, respectively, pursuant to previously announced stock repurchase programs. There are 237,437 shares remaining to be repurchased under the May 2009 program. Timing and volume of purchases will depend on market conditions and other factors. Repurchased shares will be held in treasury. Fox Chase Bancorp, Inc. is the mid-tier stock holding company of Fox Chase Bank. The Bank is a federally chartered savings bank originally established in 1867. The Bank offers traditional banking services and products from its main office in Hatboro, Pennsylvania and ten branch offices in Bucks, Montgomery, Chester, Delaware and Philadelphia Counties in Pennsylvania and Atlantic and Cape May 6 FOX CHASE BANCORP, INC. ANNUAL EARNINGS 2009 PAGE 6 Counties in New Jersey. For more information, please visit the Bank's website at www.foxchasebank.com. This news release contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements can generally be identified by the fact that they do not relate strictly to historical or current facts. They often include words like "believe," "expect," "anticipate," "estimate" and "intend" or future or conditional verbs such as "will," "would," "should," "could" or "may." Statements in this release that are not strictly historical are forward-looking and are based upon current expectations that may differ materially from actual results. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those anticipated by the statements made herein. These risks and uncertainties involve general economic trends, changes in interest rates, loss of deposits and loan demand to other financial institutions, substantial changes in financial markets; changes in real estate value and the real estate market, regulatory changes, possibility of unforeseen events affecting the industry generally, the uncertainties associated with newly developed or acquired operations, the outcome of pending litigation, and market disruptions and other effects of terrorist activities. The Company undertakes no obligation to update these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unforeseen events, except as required under the rules and regulations of the Securities and Exchange Commission. 7 FOX CHASE BANCORP, INC. ANNUAL EARNINGS 2009 PAGE 7
CONSOLIDATED STATEMENTS OF OPERATIONS (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA) THREE MONTHS ENDED TWELVE MONTHS ENDED DECEMBER 31, DECEMBER 31, 2009 2008 2009 2008 ---------- --------- ------------ ----------- (Unaudited) (Unaudited) (Audited) INTEREST INCOME Interest and fees on loans $ 8,860 $ 8,593 $ 34,693 $ 31,008 Interest on money market funds - 15 183 536 Interest on mortgage related securities available-for-sale 3,919 3,108 14,654 12,356 Interest on investment securities available-for-sale Taxable 140 118 763 994 Nontaxable 92 144 482 613 Dividend income- - 53 1 246 Other interest income 196 7 622 131 -------- -------- -------- -------- TOTAL INTEREST INCOME 13,207 12,038 51,398 45,884 -------- -------- -------- -------- INTEREST EXPENSE Deposits 5,013 4,459 20,589 18,463 Federal Home Loan Bank advances 1,319 1,255 5,311 4,635 Other borrowed funds 437 396 1,735 963 -------- -------- -------- -------- TOTAL INTEREST EXPENSE 6,769 6,110 27,635 24,061 -------- -------- -------- -------- NET INTEREST INCOME 6,438 5,928 23,763 21,823 Provision for loan losses 6,640 2,000 9,052 2,900 -------- -------- -------- -------- NET INTEREST (EXPENSE) INCOME AFTER PROVISION FOR LOAN LOSSES (202) 3,928 14,711 18,923 -------- -------- -------- -------- NONINTEREST INCOME Service charges and other fee income 246 115 918 748 Net gain on sale of loans - - 3 10 Impairment loss on real estate held for investment (150) - (150) - Income on bank-owned life insurance 117 114 453 452 Other 50 21 319 77 Total other-than-temporary impairment loss - - (605) - Less: Portion of loss recognized in other comprehensiveincome (before taxes) - - 448 - -------- -------- -------- -------- Net other-than-temporary impairment loss - - (157) - Net gains on sale of investment securities 835 - 2,381 118 -------- -------- -------- -------- Net investment securities gains 835 - 2,224 118 -------- -------- -------- -------- TOTAL NONINTEREST INCOME 1,098 250 3,767 1,405 -------- -------- -------- -------- NONINTEREST EXPENSE Salaries, benefits and other compensation 2,540 2,523 11,503 11,313 Occupancy expense 451 467 1,825 1,879 Furniture and equipment expense 153 230 724 899 Data processing costs 372 406 1,518 1,610 Professional fees 276 261 1,107 1,124 Marketing expense 104 126 346 463 FDIC premiums 380 95 1,795 176 Other 360 373 1,515 1,484 -------- -------- -------- -------- TOTAL NONINTEREST EXPENSE 4,636 4,481 20,333 18,948 -------- -------- -------- -------- (LOSS) INCOME BEFORE INCOME TAXES (3,740) (303) (1,855) 1,380 Income tax (benefit) provision (1,300) (210) (827) 165 -------- -------- -------- -------- NET (LOSS) INCOME $ (2,440) $ (93) $ (1,028) $ 1,215 ======== ======== ======== ======== (Loss) earnings per share: Basic $ (0.19) $ 0.01 $ (0.08) $ 0.09 Diluted $ (0.19) $ 0.01 $ (0.08) $ 0.09
8 FOX CHASE BANCORP, INC. ANNUAL EARNINGS 2009 PAGE 8
CONSOLIDATED STATEMENTS OF CONDITION (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA) DECEMBER 31, ---------------------------- 2009 2008 ------------ ------------ (UNAUDITED) (AUDITED) ASSETS Cash and due from banks $ 44 $ 642 Interest-earning demand deposits in other banks 65,374 3,302 ---------- ---------- Total cash and cash equivalents 65,418 3,944 Investment securities available-for-sale 19,548 25,041 Mortgage related securities available-for-sale 402,919 269,682 Loans, net of allowance for loan losses of $10,605 at December 31, 2009 and $6,260 at December 31, 2008 631,296 588,975 Federal Home Loan Bank stock, at cost 10,435 9,707 Bank-owned life insurance 12,667 12,214 Premises and equipment 11,137 11,748 Assets acquired through foreclosure 4,052 - Real estate held for investment 1,730 1,957 Accrued interest receivable 4,467 3,721 Mortgage servicing rights, net 683 827 Deferred tax asset, net 1,467 1,869 Other assets 7,999 1,585 ---------- ---------- TOTAL ASSETS $1,173,818 $ 931,270 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES Deposits $ 858,277 $ 608,472 Federal Home Loan Bank advances 137,165 146,379 Other borrowed funds 50,000 50,000 Advances from borrowers for taxes and insurance 2,119 2,589 Accrued interest payable 696 727 Accrued expenses and other liabilities 1,927 1,883 ---------- ---------- TOTAL LIABILITIES 1,050,184 810,050 ---------- ---------- STOCKHOLDERS' EQUITY Preferred stock ($.01 par value; 1,000,000 shares authorized, none issued and outstanding at December 31, 2009 and 2008) - - Common stock ($.01 par value; 35,000,000 shares authorized, 14,679,750 shares issued and 13,609,187 shares outstanding at December 31, 2009 and 14,679,750 shares issued and 14,066,559 shares outstanding at December 31, 2008) 147 147 Additional paid-in capital 64,016 63,516 Treasury stock, at cost (1,070,563 shares at December 31, 2009 and 613,191 shares at December 31, 2008) (11,814) (7,293) Common stock acquired by benefit plans (6,862) (7,819) Retained earnings 71,604 72,664 Accumulated other comprehensive income, net 6,543 5 ---------- ---------- TOTAL STOCKHOLDERS' EQUITY 123,634 121,220 ---------- ---------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $1,173,818 $ 931,270 ========== ==========
9 FOX CHASE BANCORP, INC. ANNUAL EARNINGS 2009 PAGE 9
SELECTED CONSOLIDATED FINANCIAL AND OTHER DATA OF THE COMPANY (UNAUDITED) (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA) December 31, September 30, December 31, 2009 2009 2008 ---------------- ---------------- ---------------- CAPITAL RATIOS: Total stockholders' equity (to total assets) (1) 10.53% 10.70% 13.02% Tier 1 capital (to adjusted assets) (2) 8.51 8.63 10.70 Tier 1 risk -based capital (to risk-weighted assets) (2) 15.41 15.39 18.11 Total risked-based capital (to risk-weighted assets) (2) 16.57 16.53 19.25 ASSET QUALITY INDICATORS: Nonperforming loans (3) $29,680 $16,216 $ 5,850 Real estate owned 4,052 - - -------- --------- --------- Total nonperforming assets $33,732 $16,216 $ 5,850 ======== ========= ========= Ratio of nonperforming loans to total loans 4.62% 2.51% 0.98% ======== ========= ========= Ratio of nonperforming assets to total assets 2.87 1.37 0.63 ======== ========= ========= Ratio of allowance for loan losses to total loans 1.65 1.32 1.05 ======== ========= ========= Ratio of allowance for loan losses to nonperforming loans 35.7 52.4 107.0 ======== ========= ========= Delinquencies: 30 - 59 days past due $ 1,125 $ 9,578 933 60 - 89 days past due 3 1,705 512 -------- --------- --------- Total past due $ 1,128 $11,283 $ 1,445 ======== ========= ========= At or for the three months ended ------------------------------------------------------ December 31, September 30, December 31, 2009 2009 2008 ---------------- ---------------- ---------------- PERFORMANCE RATIOS (4): Return on average assets (0.82)% 0.17% (0.04)% Return on average equity (7.62) 1.63 (0.31) Net interest margin 2.20 2.09 2.70 OTHER: Book value per share $ 9.08 $ 9.28 $ 8.62 Employees (full-time equivalents) 138 138 137 For the twelve months ended --------------------------------- December 31, December 31, 2009 2008 -------------- --------------- PERFORMANCE RATIOS: Return on average assets (0.09)% 0.14% Return on average equity (0.82) 1.00 Net interest margin 2.16 2.59
(1) Represents stockholders' equity ratio of Fox Chase Bancorp, Inc. (2) Represents capital ratios of Fox Chase Bank (3) Includes nonaccruing loans and loans greater than 90 days past contractual maturity (4) Annualized ### -----END PRIVACY-ENHANCED MESSAGE-----