-----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, VagsN9uK5yqjr1DsCjvvLdFrIJ8cn3p5pfRrdxIfaeCxfulo+0WzeU6GETd2fEbq 1DvlK26bZjzwZHv+O/I8Nw== 0000352510-97-000020.txt : 19971103 0000352510-97-000020.hdr.sgml : 19971103 ACCESSION NUMBER: 0000352510-97-000020 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19971015 ITEM INFORMATION: FILED AS OF DATE: 19971031 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: 111353410 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-10458 FILM NUMBER: 97705206 BUSINESS ADDRESS: STREET 1: 275 BROAD HOLLOW RD STREET 2: PO BOX 8914 CITY: MELVILLE STATE: NY ZIP: 11747 BUSINESS PHONE: 5162985000 MAIL ADDRESS: STREET 1: 275 BROAD HOLLOW RD STREET 2: PO BOX 8914 CITY: MELVILLE STATE: NY ZIP: 11747 8-K 1 NORTH FORK'S 9/30/97 EARNINGS RESULTS 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) - October 15, 1997 NORTH FORK BANCORPORATION, INC. (Exact name of Registrant as specified in its charter) Delaware 1-10458 36-3154608 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 275 Broad Hollow Road Melville, New York 11747 (Address of principal executive offices (Zip Code) Registrant's telephone number, including area code: (516) 844-1004 1 ITEM 5. OTHER EVENTS North Fork Bancorporation, Inc. issued a press release announcing its earnings for the quarter ended September 30, 1997. The press release issued by the Registrant described herein is attached hereto as Exhibit 99.1 and is hereby incorporated herein by reference in its entirety. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (a) Financial Statements of the Business Acquired. Not Applicable (b) Pro Forma Financial Information Not Applicable (c) Exhibits 99.1 Press Release dated October 7, 1997 2 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 hereunto duly authorized. Date: October 31, 1997 NORTH FORK BANCORPORATION, INC. By: /s/ Daniel M. Healy Daniel M. Healy Executive Vice President and Chief Financial Officer 3 Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Daniel M. Healy Executive Vice President & Chief Financial Officer NORTH FORK BANCORP ANNOUNCES NET INCOME FOR 1997 THIRD QUARTER Melville, N.Y. - October 15, 1997 - North Fork Bancorporation, Inc. (NYSE: NFB) reported net income of $29.9 million, or $.45 per share for the quarter ended September 30, 1997, as compared to $17.8 million, or $.28 per share in 1996. Net income for the nine months ended September 30, 1997 was $85.3 million or $1.29 per share, as compared to $58.4 million or $.90 per share for the corresponding period in 1996. Net income for the quarter and nine month period ended September 30, 1996, included an after-tax charge of $5 million or $.08 per share associated with the recapitalization of the Savings Association Insurance Fund ("SAIF"). The Company's return on average equity and assets for the three and nine months ended September 30, 1997 approximated 23% and 1.8%, respectively. The prior year consolidated results and financial highlights have been restated to include North Side Savings Bank, which was acquired in a pooling-of-interest transaction on December 31, 1996. "Earnings contributions from the North Side branches are significantly ahead of plan. We expect that trend to continue as we convert this thrift franchise into earnings per share enhancements for our shareholders. We fully expect to have similar results from our pending merger with New York Bancorp," stated John Adam Kanas, Chairman, President and Chief Executive Officer. On October 7, 1997, the Company announced the proposed acquisition of New York Bancorp, Inc., in a stock-for-stock acquisition valued at approximately $800 million. New York Bancorp is the parent company of Home Federal Savings Bank, with total assets of $3.3 billion, deposits of $1.7 billion and stockholders' equity of $167 million at June 30, 1997. The transaction will be accounted for as a pooling of interests for financial reporting purposes. It will require the typical regulatory and shareholder approvals from both companies. Home Federal Savings Bank operates through 30 locations in the New York metropolitan areas of Brooklyn, Queens, Nassau, Staten Island and Suffolk counties. The transaction is expected to close in the first quarter of 1998. "We foresee immediate accretion in earnings per share and excellent opportunities to leverage our commercial banking products into the 200,000 customers currently serviced by Home Federal Savings Bank," stated Mr. Kanas. Net interest income increased to $71.2 million and $207.5 million for the three and nine month periods ended September 30, 1997, respectively, compared to $60.0 million and $169.4 million in the comparable periods of the preceding year. The net interest margin for the three and nine month periods ended September 30, 1997 was 4.60% and 4.73%, respectively, compared to 4.49% and 4.44% for 1996. The growth in demand deposits favorably impacted net interest margins as those balances increased $150.6 million or 22% to $836.0 million, representing 18.8% of total deposits at September 30, 1997 when compared with $685.4 million, or 15.4% of total deposits at September 30, 1996. 4 Loans, net of unearned income, increased $539.3 million, or 18.2%, to $3.5 billion at September 30, 1997, when compared to $3.0 billion at September 30, 1996. During the most recent quarter, the Company successfully sold for cash approximately $6.5 million in non-performing assets. As a result, the allowance for loan losses to non-performing loans improved to 444%. Further, non-performing loans to total loans, net of unearned income, improved to .35% at September 30, 1997, when compared to .84% at September 30, 1996. On September 23, 1997, the Company declared its quarterly cash dividend of $.15 cents per share, payable on November 14, 1997 to shareholders of record at the close of business on October 23, 1997. The Company's previously announced purchase of Branford Savings Bank is expected to close by year end. Branford, with total assets of $187 million, operates through several branch locations in Connecticut. North Fork Bancorporation, Inc. with total assets of $6.6 billion, deposits of $4.5 billion and stockholders' equity of $538 million, or $8.16 book value per share, is the holding company of North Fork Bank operating 80 branches in the New York metropolitan area. On a pro forma basis at June 30, 1997, assuming the completion of the acquisition of New York Bancorp and Branford, North Fork will have approximately $10.1 billion in assets, $5.6 billion in loans, $6.3 billion in deposits and capital of $800 million. Its branch locations will exceed 100 throughout New York and Connecticut. 5 North Fork Bancorporation, Inc. (NYSE: NFB) (in thousands, except ratio and per share amounts) Three Months Ended Nine Months Ended Sept. 30, Sept. 30, Sept. 30, Sept. 30, INCOME STATEMENT HIGHLIGHTS 1997 1996(2) 1997 1996 (2) Interest Income $126,332 $105,799 $359,458 $300,093 Interest Expense 55,140 45,843 151,977 130,677 Net Interest Income 71,192 59,956 207,481 169,416 Provision for Loan Losses 1,500 1,700 4,500 5,100 Net Interest Income after Provision for Loan Losses 69,692 58,256 202,981 164,316 Non-Interest Income: Fees & Service Charges on Deposit Accounts 4,827 4,281 13,917 11,972 Broker Commissions & Trust Fees 2,295 1,423 6,167 4,287 Mortgage Banking Operations 546 504 1,416 1,675 Other Operating Income 1,842 1,365 4,532 3,943 Net Securities Gains 38 1,462 2,273 2,968 Total Non-Interest Income 9,548 9,035 28,305 24,845 Non-Interest Expense: Operating Expenses 28,730 27,373 85,691 77,582 Amortization of Intangible Assets 1,817 1,926 5,483 4,383 Other Real Estate 44 167 163 876 SAIF Recapitalization Charge - 8,350 - 8,350 Total Non-Interest Expense 30,591 37,816 91,337 91,191 Income Before Income Taxes 48,649 29,475 139,949 97,970 Provision for Income Taxes 18,756 11,680 54,670 39,617 Net Income $29,893 $17,795 $85,279 $58,353 Earnings Per Share $0.45 $0.28 $1.29 $0.90 Cash Dividends per Share (3) $0.15 $0.10 $0.425 $0.30 Average Equivalent Shares Outstanding 66,515 63,641 66,215 64,757 Return on Average Total Assets 1.79% 1.23% 1.80% 1.42% Return on Average Stockholders' Equity 22.89% 16.98% 23.32% 18.28% Yield on Interest Earning Assets (4) 8.07% 7.85% 8.11% 7.81% Cost of Funds 4.30% 4.00% 4.18% 4.00% Net Interest Margin (4) 4.60% 4.49% 4.73% 4.44% Core Efficiency Ratio (5) 36.89% 42.60% 38.16% 42.25% (1) All per share amounts have been adjusted to reflect the issuance of a two-for-one stock split that was paid to shareholders on May 15, 1997. (2) On December 31,1996, North Side Savings Bank was merged with and into the Company. The merger had been accounted for as a pooling-of-interests. The Company utilizes a fiscal year which ends on December 31 for reporting purposes, whereas North Side used a fiscal year which ended on September 30 for such purposes. The financial results of North Side for 1996 have been adjusted to conform to that of the Company. (3) Cash dividends do not reflect dividends declared by North Side prior to the merger. (4) Presented on a tax equivalent basis. (5) The core efficiency ratio is defined as the ratio of non-interest expense, net of other real estate related costs and other non-recurring charges, to net interest income on a taxable equivalent basis and other non-interest income net of securities gains.
6 North Fork Bancorporation, Inc. (NYSE: NFB) (in thousands, except ratio and per share amounts) Sept. 30, June 30, Dec. 31, Sept. 30, BALANCE SHEET HIGHLIGHTS 1997 1997 1996 1996 Loans, net of unearned income and fees $3,509,722 $3,434,064 $3,171,525 $2,970,408 Allowance for Loan Losses 54,611 55,837 53,894 54,698 Securities Available-for-Sale 1,633,737 1,666,704 857,391 1,396,685 Securities Held-to-Maturity 1,166,329 1,214,831 1,300,115 1,028,647 Intangible Assets 76,692 78,502 82,073 84,537 Total Assets 6,615,620 6,613,754 5,750,527 5,709,877 Deposits - Demand 836,020 793,747 734,907 685,385 Deposits - Other 3,622,629 3,623,784 3,734,603 3,765,384 Federal Funds Purchased & Securities Sold Under Agreements to Repurchase 1,381,024 1,465,549 621,789 734,167 Other Borrowings 35,000 35,000 35,000 35,000 Company-Obligated Mandatorily Redeemable Capital Securities of Subsidiary Trust 99,646 99,643 99,637 - Stockholders' Equity 538,281 504,589 457,531 430,910 Book Value Per Share $8.16 $7.65 $7.05 $6.88 SELECTED FINANCIAL HIGHLIGHTS CAPITAL: Risk Based Capital Tier 1 14.34% 14.04% 15.12% 11.75% Total 15.59% 15.29% 16.38% 13.01% Leverage Ratio 8.38% 8.13% 8.61% 6.29% Actual Shares Outstanding 65,987 65,939 64,892 62,642 ASSET QUALITY: Non-Performing Loans 12,299 22,219 20,341 24,926 Other Real Estate 5,499 2,709 1,898 3,751 Total Non-Performing Assets $17,798 $24,928 $22,239 $28,677 Restructured Accruing Loans $12,204 $12,251 $13,734 $14,292 Allowance for loan losses to non performing loans 444% 251% 265% 219% Allowance for loan losses to total loans, net of unearned income and fees 1.56% 1.63% 1.70% 1.84% Non-Performing Loans to total loans, net of unearned income and fees 0.35% 0.65% 0.64% 0.84%
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