-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, hf8bPGeatZ7SldeTIm/k4mYOH0RTOtghpwbveym73orIscDOunjE0b1sxnGxSU51 UJqRFgUXq2W1GnTjE37seg== 0000352510-95-000003.txt : 19950515 0000352510-95-000003.hdr.sgml : 19950515 ACCESSION NUMBER: 0000352510-95-000003 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19941231 ITEM INFORMATION: Changes in control of registrant FILED AS OF DATE: 19950210 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTH FORK BANCORPORATION INC CENTRAL INDEX KEY: 0000352510 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 363154608 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10458 FILM NUMBER: 95507926 BUSINESS ADDRESS: STREET 1: 9025 MAIN ROAD CITY: MATTITUCK STATE: NY ZIP: 11952 BUSINESS PHONE: 5162985000 MAIL ADDRESS: STREET 1: 9024 MAIN ROAD CITY: MATTITUCK STATE: NY ZIP: 11952 8-K 1 1994 YEAR & QUARTER END PRESS RELEASE 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 January 20, 1995 (Date of earliest event reported) NORTH FORK BANCORPORATION, INC. (Exact name of Registrant as specified in its charter) Delaware 0-10280 36-3154608 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 9025 Main Road, Mattituck, New York 11952 (Address of principal executive offices, including zip code) (516) 298-5000 (Registrant's telephone number, including area code) NOT APPLICABLE (Former name or former address, if changed since last report) Item 5. Other Events North Fork Bancorporation, Inc. issued a press release announcing its earnings for the quarter and year ended December 31, 1994. A copy of such press release is attached hereto as Exhibit 99 and is incorporated herein by reference. Item 7. Financial Statement and Exhibits (c) The following Exhibit is filed with this Current Report on Form 8-K: Exhibit Number Description 99 Press Release of North Fork Bancorporation, Inc., dated January 20, 1995. SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunder duly authorized. Date: February 10, 1995 NORTH FORK BANCORPORATION, INC. By: /s/Daniel M. Healy Name: Daniel M. Healy Title: Executive Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit Number Description 99 Press Release of North Fork Bancorporation, Inc., dated January 20, 1995. EXHIBIT 99 (North Fork Bancorp Logo) PRESS RELEASE FOR IMMEDIATE RELEASE Contact: Daniel M. Healy Executive Vice President & Chief Financial Officer NORTH FORK BANCORP ANNOUNCES NET INCOME FOR FULL-YEAR AND FOURTH QUARTER 1994 Mattituck, N.Y. - January 20, 1995 - North Fork Bancorporation, Inc. (NYSE:NFB) reported net income of $29.7 million, or $1.25 per share,for the year ended December 31, 1994, as compared with net income of $25.6 million, or $1.10 per share, in 1993. The operating results include Metro Bancshares Inc., which was acquired November 30, 1994, in a pooling of interests transaction. Consequently, the consolidated financial statements and financial highlights of North Fork have been retroactively restated for all reporting periods to include Metro. Net income for the quarter ended December 31, 1994 was $1.0 million, or $.04 per share, compared to $7.0 million, or $.30 per share for the fourth quarter of 1993. Included in operating results are merger and related restructuring charges of $14.3 million associated with the Metro acquisition, substantially all of which were incurred in the fourth quarter, as well as, net security losses of $9.2 million and $7.2 million for the year and fourth quarter of 1994, respectively. The security losses incurred in the fourth quarter were in conjunction with a repositioning of the Company's securities portfolio giving consideration to securities acquired in the Metro transaction, and to reduce the combined companies exposure to further increases in interest rates. The per share earnings, excluding the aforementioned merger and restructure costs, and net security losses, less the related tax effects, would have been $1.84, and $.57 for the year and fourth quarter 1994, respectively. For the year, North Fork had a return on average assets of 1.01%, as reported, or 1.49%, excluding these charges. Its return on average equity was 12.12%, as reported, or 17.9%, as adjusted. "We have been able to achieve all key components of our business strategy while gaining earnings momentum as we enter 1995, a larger and stronger organization positioned to capitalize on market place opportunities," stated John Adam Kanas, Chairman, President and Chief Executive Officer. Weighted average shares outstanding, including the effects of shares issued in the Metro transaction, were 23.8 million and 24.0 million, for the year and quarter ended December 31, 1994, respectively. Total shares outstanding at year ended December 31, 1994 rose to 23.0 million. Net interest income on a fully taxable equivalent basis was $34.7 and $134.4 million for the three months and year ended December 31, 1994, respectively. Such amounts were $31.0 million and $119.9 million for the comparable periods in the preceding year. The net interest margin on a fully taxable equivalent basis rose to 5.15% in the 1994 fourth quarter compared to 4.87% in the immediately preceding quarter. The net interest margin was 4.83% for the full year 1994 compared to 4.54% for 1993. These improved trends in net interest margin are primarily the result of the rising interest rate environment experienced throughout 1994, as well as, growth in demand deposit balances. Loans, net of unearned income, rose to $1.8 billion at year end 1994, a 4.6% increase over 1993. The improvement was primarily in the Company's multi-family mortgage line of business acquired in the Metro acquisition. "We are encouraged by our loan growth and demand, that we believe is reflective of improving economic conditions. However, we remain steadfast in our adherence to high levels of credit quality and controls," said Mr. Kanas. Demand deposit balances, an important funding source, increased to a record $331 million at year end 1994. Non-interest income, excluding the effects of security transactions, was $19.0 million and $4.7 million for year and quarter ended December 31, 1994, respectively,compared to $18.9 million and $4.4 million for the comparable periods for 1993. Service charges on deposit accounts, for the year increased approximately 19% offsetting the decline in mortgage banking operations. Further, trust and investment management fees increased 8% for the year as assets under management exceeded $500 million for the first time. The Company's core efficiency ratio improved to 48.5% in the fourth quarter as the Company continues to stress cost controls over every aspect of its business. "We expect the core efficiency ratio to improve further in 1995 as we realize the full economic benefits of the Metro acquisition," stated Daniel M. Healy, Executive Vice President and Chief Financial Officer. Non-performing assets at year end 1994 of $47.0 million constitute 1.73% of total assets, compared to $70.2 million, or 2.43% of total assets for 1993. The allowance for loan losses was 148% of non-performing loans in 1994, as compared to 129% in 1993. North Fork Bancorporation, Inc., with total assets of $2.7 billion, deposits of $2.3 billion and stockholders' equity of $254.9 million, or $11.06 per share, is the holding company for North Fork Bank, 46 branch commercial bank operating in Suffolk, Nassau, Queens, Westchester and Rockland Counties. North Fork recently announced that it is in discussions to acquire Great Neck Bancorp, the parent of Great Neck Bank a $125 million asset commercial bank located on Long Island, New York. North Fork Bancorporation, Inc. ( NYSE : NFB ) (Dollars in thousands except per share amounts) Three Months Ended Twelve Months Ended INCOME STATEMENT HIGHLIGHT 12/31/94 12/31/93* 12/31/94 12/31/93* Interest Income $52,015 $48,477 $203,733 $191,630 Interest Expense 17,774 17,830 71,227 73,169 Net Interest Income 34,241 30,647 132,506 118,461 Provision for Loan Losses 750 1,250 3,275 10,300 Net Interest Income after Provision for Loan Losses 33,491 29,397 129,231 108,161 Non-Interest Income: Service Charges on Deposit Account 2,703 2,524 11,013 9,287 Mortgage Banking Operation 613 731 2,358 4,051 Trust and Department Management 523 462 1,800 1,665 Other Income 875 637 3,849 3,935 Net Securities (Losses)/Gains (7,217) 15 (9,211) 1,457 Total Non-Interest Income (2,503) 4,369 9,809 20,395 Non-Interest Expense: Merger and Restructuring Charges 13,929 0 14,338 0 Operating expenses 19,131 18,359 74,453 71,962 Other Real Estate (1,143) 3,911 3,651 13,971 Total Non-Interest Expense 31,917 22,270 92,442 85,933 Income/(Loss) Before Taxes (929) 11,496 46,598 42,623 Provision/(Benefit) for Income Taxes (1,904) 4,488 16,926 16,976 Net Income $975 $7,008 $29,672 $25,647 Earnings Per Share $0.04 $0.30 $1.25 $1.10 Weighted Average Equivalent Shares Outstanding 23,998,498 23,697,003 23,762,722 23,242,039 Return on Average Assets 0.14% 0.95% 1.01% 0.91% Return on Average Equity 1.53% 12.60% 12.12% 12.19% Yield on Interest Earning Assets 7.78% 7.03% 7.39% 7.32% Cost of Funds 3.17% 2.94% 3.02% 3.14% Net Interest Margin 5.15% 4.46% 4.83% 4.54% Core Efficiency Ratio 48.48% 51.89% 47.97% 51.81% *Restated to include Metro Banshares Inc. acquired November 30, 1994 on a pooling of interest basis.
North Fork Bancorporation, Inc.( NYSE : NFB ) ( Dollars in thousands except per share amounts) BALANCE SHEET HIGHLIGHTS December 31, 1994 December 31, 1993* Loans, net of unearned 1,805,845 1,725,889 Allowance for Loan Losses 50,069 56,556 Total Securities 773,297 971,867 Total Assets 2,717,776 2,884,375 Deposits - Demand 331,245 276,963 Deposits - Other 2,011,642 2,071,582 Borrowed Funds 95,000 288,643 Stockholders' Equity 254,923 226,310 Book Value Per Share $11.06 $10.08 SELECTED FINANCIAL HIGHLIGHTS December 31, 1994 December 31, 1993* CAPITAL: Risk Based Capital Tier 1 14.94% 12.06% Total 16.22% 13.34% Leverage Ratio 8.40% 6.88% Actual Shares Outstanding 23,047,242 22,445,605 ASSET QUALITY: Loans past due 90 days or more and still accruing 1,597 2,265 Non-Accrual Loans 32,324 41,735 Total Non-Performing Loans 33,921 44,000 Other Real Estate 13,053 26,215 Total Non-Performing Assets 46,974 70,215 Allowance for loan losses to non performing loans 147.60% 128.54% Allowance for loan losses to total loans, net of unearned income 2.77% 3.28% *Restated to include Metro Banshares Inc. acquired November 30, 1994 on a pooling of interest basis.
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