-----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, S4lh4EsCVqeW+H2hvxMvfvk+OpSMXlNofaiOswyeWHXJPX9ZFljz8IHwaZQf2zfH A1swdJcOCmKtOpz89L8J7A== 0000950123-04-012550.txt : 20041027 0000950123-04-012550.hdr.sgml : 20041027 20041027163653 ACCESSION NUMBER: 0000950123-04-012550 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041027 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041027 DATE AS OF CHANGE: 20041027 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: 041099922 BUSINESS ADDRESS: STREET 1: 275 BROAD HOLLOW RD STREET 2: PO BOX 8914 CITY: MELVILLE STATE: NY ZIP: 11747 BUSINESS PHONE: 6318441004 MAIL ADDRESS: STREET 1: 275 BROAD HOLLOW RD STREET 2: PO BOX 8914 CITY: MELVILLE STATE: NY ZIP: 11747 8-K 1 y68008e8vk.txt FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 27, 2004 NORTH FORK BANCORPORATION, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10458 36-3154608 - ------------------------------ ------------------------ ------------------- (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.) 275 Broadhollow Road Melville, New York 11747 --------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code (631) 844-1004 ---------------- 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)) Page 1 ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On October 27, 2004, North Fork Bancorporation, Inc. (the "Company") issued a press release reporting a significant rise in earnings, sustained growth in demand deposits, core deposits and loans and achievements in other key operating performance measures, including new business initiatives. Net income for the quarter ended September 30, 2004 was $120 million or diluted earnings per share of $.70. Net income for the nine months ended September 30, 2004 was $331 million or diluted earnings per share of $2.06. The full text of the earnings release is included herein as Exhibit 99.1 and is incorporated herein by reference. The press release contains supplemental financial information determined by methods other than in accordance with Generally Accepted Accounting Principles ("GAAP") that management uses in its analysis of the Company's performance. The Company's management believes these non-GAAP financial measures provide information useful to investors in understanding the underlying operational performance of the company, its business and performance trends and facilitates comparisons with the performance of others in the financial services industry. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits: Exhibit
Number Description ------- ----------- 99.1 Press release issued by North Fork Bancorporation, Inc. on October 27, 2004.
Page 2 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 hereunto duly authorized. Date: October 27, 2004 NORTH FORK BANCORPORATION, INC. By: /S/ Daniel M. Healy - ------------------------- Daniel M. Healy Executive Vice President Chief Financial Officer Page 3 EX-99.1 2 y68008exv99w1.txt PRESS RELEASE NORTH FORK BANCORP 275 BROADHOLLOW ROAD, MELVILLE, NY 11747 (631) 844-1258 FAX (631) 844-1471 FOR IMMEDIATE RELEASE CONTACT: DANIEL M. HEALY EXECUTIVE VICE PRESIDENT CHIEF FINANCIAL OFFICER (631) 844-1258 NORTH FORK BANCORP REPORTS 27% EARNINGS INCREASE FOR THE THIRD QUARTER OF 2004, SUSTAINED DEMAND DEPOSIT, CORE DEPOSIT AND LOAN GROWTH MELVILLE, N.Y. - OCTOBER 27, 2004 - NORTH FORK BANCORPORATION, INC. (NYSE: NFB) reported a significant rise in earnings, sustained growth in demand deposits, core deposits and loans and achievements in other key operating performance measures, including new business initiatives. Highlights in the current period include: - A 27% increase in net income for the third quarter of 2004 compared to the prior year, with an 11% increase in diluted earnings per share. - Annualized demand and core deposit growth in the quarter of 24% and 14%, respectively. - A 13% increase in the loan portfolio. - A 30% increase in net interest income in the current quarter compared to the prior year, attributable in part to a strong net interest margin in the current period of 4.23%. - Increased expenditures in support of new business initiatives. - A Board approved 10% increase in cash dividends and a three-for-two stock split. - The acquisition of GreenPoint Financial Corp. effective October 1. Page 1 "We are pleased that we achieved higher levels of operating performance in a transitional year for our Company," said John Adam Kanas, Chairman, President and Chief Executive Officer. "Our goal is to begin next year as a balanced regional banking franchise that will provide our shareholders the industry leading returns they have come to expect from North Fork," he said. As previously reported, North Fork completed the successful acquisition and conversion of The Trust Company of New Jersey on May 15, 2004 and acquired GreenPoint effective October 1, 2004. It is expected that GreenPoint Bank's operating systems will be converted in February 2005. "Our plans for the efficient integration of GreenPoint are on schedule," said Mr. Kanas. "We expect to attain all the strategic and business synergies that were in our original acquisition objectives and more," he added. GreenPoint's final operating results and financial data with pro forma information for the combined companies are included in schedules appended to this release. NET INCOME AND RETURNS Net income for the quarter ended September 30, 2004 was $120 million or diluted earnings per share of $.70, compared to $94 million or $.63 diluted earnings per share in 2003, representing increases of 27% and 11%, respectively. Net income for the nine months ended September 30, 2004 increased to $331 million or diluted earnings per share of $2.06, compared to $294 million and diluted earnings per share of $1.92 for the comparable nine-month period last year. The Company advised that these results were achieved as it made investments in new business initiatives. The slight rise in the core efficiency ratio reflects these investments and other costs associated with positioning its business for the acquisition of GreenPoint. The Company's returns on average equity and average tangible equity were 19.7% and 35.3%, respectively in the current quarter and 22.5% and 36.7%, respectively for the nine months ended September 30, 2004. Its returns on average assets and average tangible assets for the nine-month period in 2004 were 1.8% and 1.9%, respectively. Net interest income for the three and nine-month periods ended September 30, 2004 were $259 million and $700 million, respectively, increases of 30% and 15% over the comparable periods in 2003. The Company's net interest margin for the current quarter was steady at 4.23%, a level consistent with the prior quarter. Taking advantage of its liquidity position, the Company established a lending arrangement in the quarter with GreenPoint, averaging approximately $560 million, at an average interest rate of 1.5%. This borrowing facility was established to assist in financing loan originations held for investment. This loan had the effect of reducing North Fork's net interest margin by approximately seven basis points in the quarter or $.02 diluted earnings per share. DEPOSITS At September 30, 2004, demand deposits rose to $5.6 billion, an increase of $315 million over the previous quarter for an annualized increase of 24%. Core deposits, Page 2 consisting of demand, savings, NOW and money market accounts increased to $16.6 billion, an increase of $558 million over the previous quarter for an annualized increase of 14%. The Company took advantage of core deposit inflows and reduced high cost time accounts by approximately $246 million or 7%, linked quarter. "Our opportunities to increase deposit market share from our franchise in New Jersey and the recent acquisition of GreenPoint are limitless," said Mr. Kanas. "Penetration of the lucrative commercial market is improving as competitors leave the needs of small to medium sized businesses unserved," he said. LOANS Loans at September 30, 2004 were $15.9 billion, an increase of $480 million for an annualized growth rate of 13%. Gains were recorded in all loan categories, except in consumer lending, which has been negatively impacted by automobile manufacturers offering aggressive incentives and zero financing. Commercial loan growth kept pace with anticipated volume and should continue as the Company grows its market share. "Our pipeline is at historic levels," said Mr. Kanas. "We also see momentum building in New Jersey and from our asset based lending group," he said. The Company previously announced the employment of seasoned banking personnel in support of new lending initiatives on Long Island, New York City and in New Jersey. Non performing loans remained substantially unchanged from the previous quarter and the allowance for loan losses provides sufficient risk coverage. NON INTEREST INCOME AND EXPENSES Non interest income, excluding net securities gains, rose year-over-year and on a linked quarter basis. The principal contributor was customer related charges and fees from increased business accounts and new customers in New Jersey. Operating expenses, as anticipated, increased principally from compensation costs associated with new lending personnel, employees from the TCNJ acquisition and new branches. The Company opened 5 branches in 2004 and an additional 7 branches are scheduled in the final quarter of the year. "We are investing in people, technology and facilities as we position our Company for 2005," said John Kanas. CASH DIVIDENDS AND THREE FOR TWO STOCK SPLIT The Company will pay a cash dividend of $.33 per share ($.22 per share post split) and a three-for-two stock split to shareholders of record on October 29, 2004 payable on November 15, 2004. * * * Page 3 North Fork is a regional bank holding company headquartered in New York conducting commercial and retail banking from 350 branch locations in the Tri-State area with a complementary national mortgage banking business. * * * This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about the benefits of the merger between North Fork and GreenPoint Financial Corp. ("GreenPoint"), including future financial and operating results, North Fork's plans, objectives, expectations and intentions and other statements that are not historical facts. Such statements are based upon the current beliefs and expectations of North Fork's management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the risk that the businesses will not be integrated successfully; the risk that the cost savings and any revenue synergies from the GreenPoint merger may not be fully realized or may take longer to realize than expected; disruption from the GreenPoint merger making it more difficult to maintain relationships with clients, employees or suppliers; increased competition and its effect on pricing, spending, third-party relationships and revenues; the risk of new and changing regulation in the U.S. and internationally. Additional factors that could cause North Fork's results to differ materially from those described in the forward-looking statements can be found in the 2003 Annual Report on Form 10-K of North Fork, and in the Quarterly Reports on Form 10-Q of North Fork filed with the Securities and Exchange Commission ("SEC") and available at the SEC's internet site (http://www.sec.gov). The forward-looking statements in this press release speak only as of the date of the press release, and North Fork assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from those contained in the forward-looking statements. Page 4 NORTH FORK BANCORPORATION, INC. PRESS RELEASE INDEX FINANCIAL INFORMATION (UNAUDITED)
Page ---- NORTH FORK BANCORPORATION, INC. - Consolidated Statements of Income..................................6 - Consolidated Balance Sheets ......................................7 - Selected Financial Data and Balance Sheet Components ..........8-10 - Net Interest Margin Analysis ..................................11-12 - Notes to the Financial Data and Summaries.........................13 GREENPOINT FINANCIAL CORP. AND SUBSIDIARIES - Discussion and Analysis..........................................14 - Consolidated Statements of Income.................................15 - Consolidated Balance Sheets.......................................16 - Selected Financial Data and Balance Sheet Components ............17 - Mortgage Banking Highlights.......................................18 - Net Interest Margin Analysis .....................................19 COMBINED CONDENSED PRO FORMA FINANCIAL INFORMATION - Pro Forma Combined Condensed Balance Sheet........................20 - Pro Forma Selected Financial Data ................................21
Page 5 NORTH FORK BANCORPORATION, INC. CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, (in thousands, except per share amounts) 2004 2003 2004 2003 ------------------------------------------------------------------ INTEREST INCOME: Loans $ 238,656 $ 198,932 $ 645,858 $ 591,679 Securities 96,487 64,947 259,652 251,145 Money Market Investments 2,186 89 2,856 358 ------------------------------------------------------------------ Total Interest Income 337,329 263,968 908,366 843,182 ------------------------------------------------------------------ INTEREST EXPENSE: Savings, NOW & Money Market Deposits 22,921 14,435 57,040 43,671 Time Deposits 7,907 8,642 21,962 28,114 Certificates of Deposit, $100,000 & Over 5,898 4,400 14,890 14,304 Federal Funds Purchased & Collateralized Borrowings 33,880 30,349 93,791 122,323 Subordinated Debt 5,031 4,636 14,175 18,981 Junior Subordinated Debt 2,217 2,006 6,109 6,967 ------------------------------------------------------------------ Total Interest Expense 77,854 64,468 207,967 234,360 ------------------------------------------------------------------ Net Interest Income 259,475 199,500 700,399 608,822 Provision for Loan Losses 6,500 6,500 19,500 19,250 ------------------------------------------------------------------ Net Interest Income after Provision for Loan Losses 252,975 193,000 680,899 589,572 ------------------------------------------------------------------ NON-INTEREST INCOME: Customer Related Fees & Service Charges 25,392 20,736 70,580 61,362 Investment Management, Commissions & Trust Fees 4,306 3,207 12,329 10,223 Mortgage Banking Income 1,278 2,769 3,757 8,786 Check Cashing Fees 1,174 1,191 3,522 3,452 Other Operating Income 5,630 5,746 17,084 14,256 Securities Gains, net 4,292 381 11,704 6,677 Gain on Sale of Facilities - - - 10,980 ------------------------------------------------------------------ Total Non-Interest Income 42,072 34,030 118,976 115,736 ------------------------------------------------------------------ NON-INTEREST EXPENSE: Employee Compensation & Benefits 64,912 48,396 171,214 144,811 Occupancy & Equipment, net 22,222 17,116 59,921 49,026 Other Operating Expenses 24,334 18,350 63,461 52,061 Amortization of Identifiable Intangibles 2,995 891 5,665 2,675 Debt Restructuring Costs - - - 11,955 ------------------------------------------------------------------ Total Non-Interest Expense 114,463 84,753 300,261 260,528 ------------------------------------------------------------------ Income Before Income Taxes 180,584 142,277 499,614 444,780 Provision for Income Taxes 60,856 47,947 168,370 150,798 ------------------------------------------------------------------ Net Income $119,728 $94,330 $331,244 $293,982 ================================================================== EARNINGS PER SHARE: Basic $0.71 $0.63 $2.09 $1.94 Diluted 0.70 0.63 2.06 1.92
See accompanying notes appended to the financial data and summaries Page 6 NORTH FORK BANCORPORATION, INC. CONSOLIDATED BALANCE SHEETS (UNAUDITED)
SEPTEMBER 30, JUNE 30, DECEMBER 31, SEPTEMBER 30, (in thousands, except per share amounts) 2004 2004 2003 2003 ----------------------------------------------------------------- ASSETS: Cash & Due from Banks $456,458 $528,772 $510,354 $421,845 Money Market Investments 18,580 16,140 21,037 259,487 Federal Funds Sold - GreenPoint 750,000 - - - Securities: Available-for-Sale 8,648,172 8,762,663 7,136,275 6,817,408 Held-to-Maturity 149,103 152,201 190,285 210,808 ----------------------------------------------------------------- Total Securities 8,797,275 8,914,864 7,326,560 7,028,216 ----------------------------------------------------------------- Loans: Held-For-Sale 2,388 2,902 4,074 12,201 Held-for-Investment, Net of Unearned Income & Deferred Costs 15,871,222 15,385,568 12,341,199 12,009,276 ----------------------------------------------------------------- Total Loans 15,873,610 15,388,470 12,345,273 12,021,477 Less: Allowance for Loan Losses 138,797 138,008 122,733 119,907 ----------------------------------------------------------------- Net Loans 15,734,813 15,250,462 12,222,540 11,901,570 ----------------------------------------------------------------- Goodwill 1,003,927 1,003,668 410,494 410,494 Identifiable Intangibles 46,452 49,447 12,765 13,657 Premises & Equipment 227,280 220,379 150,875 144,457 Other Assets 468,023 488,127 314,749 296,605 ----------------------------------------------------------------- Total Assets $27,502,808 $26,471,859 $20,969,374 $20,476,331 ================================================================= LIABILITIES AND STOCKHOLDERS' EQUITY: Deposits: Demand $5,574,161 $5,259,052 $4,080,134 $3,943,506 NOW & Money Market 6,466,290 6,321,943 4,519,476 4,273,197 Savings 4,592,746 4,494,251 3,770,683 3,759,923 Time 2,144,693 2,300,540 1,784,408 1,841,826 Certificates of Deposit, $100,000 & Over 1,370,314 1,460,671 961,414 998,786 ----------------------------------------------------------------- Total Deposits 20,148,204 19,836,457 15,116,115 14,817,238 ----------------------------------------------------------------- Federal Funds Purchased & Collateralized Borrowings 3,739,734 3,138,935 3,221,154 2,954,000 Subordinated Debt 478,835 462,808 476,499 481,282 Junior Subordinated Debt 267,360 261,358 266,977 272,917 ----------------------------------------------------------------- Total Borrowings 4,485,929 3,863,101 3,964,630 3,708,199 ----------------------------------------------------------------- Dividends Payable 57,088 51,621 45,757 40,901 Due to Brokers 9,370 86,770 31,095 115,132 Accrued Expenses & Other Liabilities 339,418 322,323 333,288 355,903 ----------------------------------------------------------------- Total Liabilities $25,040,009 $24,160,272 $19,490,885 $19,037,373 ----------------------------------------------------------------- STOCKHOLDERS' EQUITY: Common Stock, par value $0.01; authorized 500,000,000 shares; issued 193,108,367 Shares at September 30, 2004 1,931 1,931 1,746 1,746 Additional Paid in Capital 1,116,841 1,121,040 378,793 372,458 Retained Earnings 1,992,873 1,930,379 1,816,458 1,759,876 Accumulated Other Comprehensive Income/(Loss) 4,806 (61,784) (2,044) 22,026 Deferred Compensation (84,073) (84,294) (91,789) (63,290) Treasury Stock at Cost; 20,113,581 Shares at September 30, 2004 (569,579) (595,685) (624,675) (653,858) ----------------------------------------------------------------- Total Stockholders' Equity 2,462,799 2,311,587 1,478,489 1,438,958 ----------------------------------------------------------------- Total Liabilities and Stockholders' Equity $27,502,808 $26,471,859 $20,969,374 $20,476,331 =================================================================
See accompanying notes appended to the financial data and summaries Page 7 NORTH FORK BANCORPORATION, INC. SELECTED FINANCIAL DATA AND BALANCE SHEET COMPONENTS (UNAUDITED)
THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, SELECTED FINANCIAL DATA: 2004 2003 2004 2003 ---------------------------------------------------------------- (in thousands, except ratios and per share amounts) PER SHARE: Net Income - Basic $0.71 $0.63 $2.09 $1.94 Net Income - Diluted $0.70 $0.63 $2.06 $1.92 Average Shares Outstanding - Basic 168,108 148,853 158,265 151,879 Average Shares Outstanding - Diluted 170,323 150,510 160,721 153,464 Cash Dividends $0.33 $0.27 $0.93 $0.81 Dividend Payout Ratio 48% 43% 47% 42% Stated Book Value $14.24 $9.50 $14.24 $9.50 Tangible Book Value $8.16 $6.70 $8.16 $6.70 SELECTED FINANCIAL DATA: Return on Average Total Assets 1.75% 1.80% 1.82% 1.82% Return on Average Tangible Assets (2) 1.85% 1.84% 1.90% 1.87% Return on Average Stockholders' Equity 19.66% 25.50% 22.53% 25.67% Return on Average Tangible Stockholders' Equity (2) 35.32% 36.11% 36.67% 35.73% Efficiency Ratio (3) 37.62% 35.38% 36.27% 34.25% Yield on Interest Earning Assets (1) 5.47% 5.56% 5.51% 5.76% Cost of Funds 1.63% 1.67% 1.62% 1.93% Net Interest Margin (1) 4.23% 4.23% 4.27% 4.20%
SEPTEMBER 30, JUNE 30, DECEMBER 31, SEPTEMBER 30, 2004 2004 2003 2003 ----------------------------------------------------------------- CAPITAL RATIOS: Risk Based Capital: Tier 1 10.12% 9.86% 10.49% 10.19% Total 14.04% 13.90% 15.53% 15.32% Leverage Ratio 6.32% 6.63% 6.47% 6.06% QUARTERLY AVERAGE BALANCE SHEET: Total Assets $27,185,413 $24,617,030 $20,554,912 $20,844,524 Securities 8,823,732 8,625,227 7,001,865 7,317,821 Loans 15,659,594 13,934,465 12,126,302 11,947,125 Demand Deposits 5,444,217 4,825,135 4,098,276 3,775,735 Interest Bearing Deposits 14,702,349 13,391,765 10,894,793 10,825,570 Federal Funds Purchased & Collateralized Borrowings 3,534,757 3,182,388 2,980,436 3,676,439 Subordinated Debt 462,820 488,413 481,293 493,801 Junior Subordinated Debt 261,361 273,945 272,920 281,024 Stockholders' Equity $2,422,116 $1,912,760 $1,487,049 $1,467,369
See accompanying notes appended to the financial data and summaries Page 8 NORTH FORK BANCORPORATION, INC. SELECTED FINANCIAL DATA AND BALANCE SHEET COMPONENTS, CONTINUED (UNAUDITED) BALANCE SHEET COMPONENTS: SECURITIES: The following table represents the components of the securities portfolio for the periods ended:
SEPTEMBER 30, JUNE 30, DECEMBER 31, SEPTEMBER 30, (in thousands) 2004 2004 2003 2003 -------------------------------------------------------------- Collateralized Mortgage Obligations $4,762,638 $4,933,670 $4,424,868 $4,455,014 Agency Pass-Through Certificates 2,128,754 2,230,652 1,328,753 931,332 State & Municipal Obligations 844,874 643,422 761,747 750,286 Other Securities 661,484 652,183 558,757 583,605 U.S. Treasury & Government Agencies 209,869 265,256 58,090 62,401 Equity Securities 189,656 189,681 194,345 245,578 -------------------------------------------------------------- Total Securities $8,797,275 $8,914,864 $7,326,560 $7,028,216 ==============================================================
LOANS: The following table represents the components of the loan portfolio for the periods ended:
SEPTEMBER 30, JUNE 30, DECEMBER 31, SEPTEMBER 30, (in thousands) 2004 2004 2003 2003 --------------------------------------------------------------- Commercial Mortgages $3,606,650 $3,536,517 $2,814,103 $2,519,184 Commercial 2,679,759 2,529,253 2,145,798 2,077,084 --------------------------------------------------------------- Total Commercial 6,286,409 6,065,770 4,959,901 4,596,268 Multi-Family Mortgages 3,945,171 3,824,615 3,634,533 3,684,530 Residential Mortgages 3,487,397 3,329,949 2,403,306 2,355,467 Consumer 1,686,614 1,751,240 1,095,529 1,098,193 Construction and Land 501,296 453,922 283,243 316,782 --------------------------------------------------------------- Total $15,906,887 $15,425,496 $12,376,512 $12,051,240 Less: Unearned Income & Deferred Costs 33,277 37,026 31,239 29,763 --------------------------------------------------------------- Loans, net $15,873,610 $15,388,470 $12,345,273 $12,021,477 =============================================================== ASSET QUALITY: (in thousands) Non-Performing Loans $17,029 $15,804 $13,340 $12,773 Other Real Estate 222 435 313 313 --------------------------------------------------------------- Total Non-Performing Assets $17,251 $16,239 $13,653 $13,086 =============================================================== Allowance for Loan Losses to Non-Performing Loans 815% 873% 920% 939% Allowance for Loan Losses to Total Loans, net 0.87% 0.90% 0.99% 1.00% Non-Performing Loans to Total Loans, net 0.11% 0.10% 0.11% 0.11% Quarterly Net Charge-offs to Average Loans (Annualized) 0.15% 0.09% 0.14% 0.14%
See accompanying notes appended to the financial data and summaries Page 9 NORTH FORK BANCORPORATION, INC. SELECTED FINANCIAL DATA AND BALANCE SHEET COMPONENTS, CONTINUED (UNAUDITED) DEPOSITS: The following table represents the composition of total deposits, while more specifically highlighting Manhattan and New Jersey for the periods ended:
SEPTEMBER 30, JUNE 30, DECEMBER 31, SEPTEMBER 30, (dollars in thousands) 2004 2004 2003 2003 ----------------------------------------------------------------- MANHATTAN (28 BRANCHES) Demand $1,268,146 $1,289,993 $1,027,017 $889,349 Interest Bearing 2,691,871 2,466,113 1,897,448 1,906,853 Time 362,401 365,733 370,095 345,076 ----------------------------------------------------------------- Total $4,322,418 $4,121,839 $3,294,560 $3,141,278 ----------------------------------------------------------------- NEW JERSEY (73 BRANCHES) Demand $556,377 $610,145 - - Interest Bearing 1,225,783 1,183,011 - - Time 1,055,548 1,088,574 - - ----------------------------------------------------------------- Total $2,837,708 $2,881,730 - - ----------------------------------------------------------------- ALL OTHER LOCATIONS (157 BRANCHES) Demand $3,749,638 $3,358,914 $3,053,117 $3,054,157 Interest Bearing 7,141,382 7,167,070 6,392,711 6,126,267 Time 2,097,058 2,306,904 2,375,727 2,495,536 ----------------------------------------------------------------- Total $12,988,078 $12,832,888 $11,821,555 $11,675,960 ----------------------------------------------------------------- TOTAL DEPOSITS (258 BRANCHES) Demand $5,574,161 $5,259,052 $4,080,134 $3,943,506 Interest Bearing 11,059,036 10,816,194 8,290,159 8,033,120 Time 3,515,007 3,761,211 2,745,822 2,840,612 ----------------------------------------------------------------- Total $20,148,204 $19,836,457 $15,116,115 $14,817,238 =================================================================
See accompanying notes appended to the financial data and summaries Page 10 NORTH FORK BANCORPORATION, INC. NET INTEREST MARGIN ANALYSIS (UNAUDITED) The following table presents on a linked quarter basis, an analysis of net interest income by each major category of interest earning assets and interest bearing liabilities:
For the Three Months Ended: SEPTEMBER 30, 2004 JUNE 30, 2004 --------------------------------------------------------------------- AVERAGE AVERAGE AVERAGE AVERAGE (dollars in thousands) BALANCE INTEREST RATE BALANCE INTEREST RATE --------------------------------------------------------------------- INTEREST EARNING ASSETS: --------------------------------------------------------------------- Loans, net $15,659,594 $239,080 6.07% $13,934,465 $213,416 6.16% Securities (1) 8,823,732 103,113 4.65% 8,625,227 96,907 4.52% Federal Funds Sold - GreenPoint 560,587 2,153 1.53% - - - Money Market Investments (1) 13,449 57 1.69% 219,728 481 0.88% ---------------------- ---------------------- Total Interest Earning Assets 25,057,362 344,403 5.47% 22,779,420 310,804 5.49% ---------------------- ---------------------- NON-INTEREST EARNING ASSETS: Cash and Due from Banks $612,732 $715,814 Other Assets 1,515,319 1,121,796 ----------- ----------- Total Assets $27,185,413 $24,617,030 ----------- ----------- INTEREST BEARING LIABILITIES: Savings, NOW & Money Market Deposits $11,017,089 $22,921 0.83% $10,067,881 $19,108 0.76% Time Deposits 3,685,260 13,805 1.49% 3,323,884 12,311 1.49% ---------------------- ---------------------- Total Savings and Time Deposits 14,702,349 36,726 0.99% 13,391,765 31,419 0.94% Fed Funds Purchased & Collateralized Borrowings 3,534,757 33,880 3.81% 3,182,388 31,308 3.96% Subordinated Debt 462,820 5,031 4.32% 488,413 4,599 3.79% Junior Subordinated Debt 261,361 2,217 3.37% 273,945 1,953 2.87% ---------------------- ---------------------- Total Borrowings 4,258,938 41,128 3.84% 3,944,746 37,860 3.86% ---------------------- ---------------------- Total Interest Bearing Liabilities 18,961,287 77,854 1.63% 17,336,511 69,279 1.61% ---------------------- ---------------------- Interest Rate Spread 3.84% 3.88% NON-INTEREST BEARING LIABILITIES: Demand Deposits $5,444,217 $4,825,135 Other Liabilities 357,793 542,624 ----------- ----------- Total Liabilities 24,763,297 22,704,270 Stockholders' Equity 2,422,116 1,912,760 ----------- ----------- Total Liabilities and Stockholders' Equity $27,185,413 $24,617,030 ----------- ----------- Net Interest Income and Net Interest Margin (1) $266,549 4.23% $241,525 4.26% Less: Tax Equivalent Adjustment (7,074) (7,430) -------- -------- Net Interest Income $259,475 $234,095 -------- --------
See accompanying notes appended to the financial data and summaries Page 11 NORTH FORK BANCORPORATION, INC. NET INTEREST MARGIN ANALYSIS (UNAUDITED) The following table summarizes the net interest margin for the previous five quarters:
2004 2003 ------------------------------------------------------------ 3RD QTR 2ND QTR 1ST QTR 4TH QTR 3RD QTR ------------------------------------------------------------ INTEREST EARNING ASSETS: Loans, net 6.07% 6.16% 6.27% 6.47% 6.62% Securities 4.65% 4.52% 4.40% 4.29% 3.84% Federal Funds Sold - GreenPoint 1.53% - - - - Money Market Investments 1.69% 0.88% 1.19% 0.93% 1.34% ------------------------------------------------------------ Total Interest Earning Assets 5.47% 5.49% 5.57% 5.64% 5.56% ------------------------------------------------------------ INTEREST BEARING LIABILITIES: Savings and Time Deposits 0.99% 0.94% 0.92% 0.95% 1.01% Borrowings 3.84% 3.86% 3.74% 3.72% 3.30% ------------------------------------------------------------ Total Interest Bearing Liabilities 1.63% 1.61% 1.62% 1.66% 1.67% ------------------------------------------------------------ Interest Rate Spread 3.84% 3.88% 3.95% 3.98% 3.89% Net Interest Margin 4.23% 4.26% 4.33% 4.39% 4.23%
See accompanying notes appended to the financial data and summaries Page 12 NORTH FORK BANCORPORATION, INC. NOTES TO THE FINANCIAL DATA AND SUMMARIES (1) Presented on a tax equivalent basis. (2) Return on average tangible assets and return on average tangible stockholder's equity which represent non-GAAP measures are computed, on an annualized basis, as follows: - Return on average tangible assets is computed by dividing net income, as reported plus amortization of identifiable intangible assets, net of taxes by average total assets less average goodwill and average identifiable intangible assets. - Return on average tangible stockholders equity is computed by dividing net income, as reported plus amortization of identifiable intangible assets, net of taxes by average total stockholders equity less average goodwill and average identifiable intangible assets.
THREE MONTHS ENDED NINE MONTHS ENDED (In thousands) SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, 2004 2003 2004 2003 ----------- ----------- ----------- ----------- Net Income, as Reported $ 119,728 $ 94,330 $ 331,244 $ 293,982 Add: Amortization of identifiable Intangibles Assets, Net of Taxes 1,986 588 3,756 1,766 ----------- ----------- ----------- ----------- Net Income, as Adjusted $ 121,714 $ 94,918 $ 335,000 $ 295,748 ----------- ----------- ----------- ----------- Average Total Assets $27,185,413 $20,844,524 $24,291,901 $21,602,178 Less: Average Goodwill 1,003,007 410,385 712,529 409,737 Less: Average Identifiable Intangible Assets 48,328 14,138 30,896 15,022 ----------- ----------- ----------- ----------- Average Tangible Assets $26,134,078 $20,420,001 $23,548,476 $21,177,419 ----------- ----------- ----------- ----------- Average Stockholders' Equity $ 2,422,116 $ 1,467,369 $ 1,963,594 $ 1,531,312 Less: Average Goodwill 1,003,007 410,385 712,529 409,737 Less: Average Identifiable Intangible Assets 48,328 14,138 30,896 15,022 ----------- ----------- ----------- ----------- Average Tangible Stockholders' Equity $ 1,370,781 $ 1,042,846 $ 1,220,169 $ 1,106,553 ----------- ----------- ----------- ----------- Return on Average Tangible Assets 1.85% 1.84% 1.90% 1.87% Return on Average Tangible Stockholders' Equity 35.32% 36.11% 36.67% 35.73%
(3) The efficiency ratio is defined as the ratio of non-interest expense net of debt restructuring costs, amortization of identifiable intangibles, other real estate related expenses and other non-recurring charges, to net interest income on a tax equivalent basis and other non-interest income net of securities gains, facilities gains and other non-recurring items. Page 13 GREENPOINT FINANCIAL CORP. AND SUBSIDIARIES FINANCIAL RESULTS - DISCUSSION AND ANALYSIS SEPTEMBER 30, 2004 OPERATING HIGHLIGHTS Net income from continuing operations for the quarter ended September 30, 2004 amounted to $50.7 million or $.42 diluted earnings per share. Included in the current quarter are expenses associated with the Company's acquisition by North Fork amounting to $44.6 million. Continuing operations net income, excluding these charges, would have been $95.3 million and $.79 diluted earnings per share in the current quarter and $333.4 million and $2.77 diluted earnings per share for the nine months ended September 30, 2004. Net interest income for the three and nine-month periods ended September 30, 2004 was $193.6 million and $547.0 million, respectively compared to $152.2 million and $494.9 million for the comparable periods in the prior year. The improvement was due to the higher level of interest earning assets and net interest margin improvement. The aforementioned net interest income gains were offset by declines in loan servicing fees and net gains on sale of loans and increased compensation costs. The net gains on sale of loans was impacted by lower margins and the decision to portfolio rather than sell an additional $1 billion of loan originations that were funded in part by borrowings from North Fork Bank. The Company previously announced the sale of the remainder of its discontinued manufactured housing business. The loss on the sale is reflected in discontinued operations in the accompanying consolidated income statement. Page 14 GREENPOINT FINANCIAL CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, (In thousands, except per share amounts) 2004 2003 2004 2003 --------- --------- --------- --------- INTEREST INCOME: Loans Held-for-Investment $ 181,382 $ 147,581 $ 495,152 $ 471,460 Loans Held-for-Sale 61,945 76,668 180,331 223,214 Securities 74,435 43,893 216,198 156,130 Other 3,248 4,730 9,419 12,216 --------- --------- --------- --------- Total Interest Income 321,010 272,872 901,100 863,020 --------- --------- --------- --------- INTEREST EXPENSE: Savings, NOW and Money Market Deposits 27,630 22,309 75,679 69,709 Time Deposits 17,095 25,469 54,565 84,235 Certificates of Deposit, $100,000 and Over 5,815 7,714 18,727 24,662 Federal funds Purchased and Securities Sold Under Agreements to Repurchase 34,277 21,633 82,899 62,939 Federal Home Loan Bank Advances 33,304 32,454 94,916 98,538 Senior Notes 1,239 2,978 3,049 3,763 Subordinated Bank Notes 3,504 3,504 10,512 10,512 Other Long Term Debt 4,572 4,575 13,718 13,725 --------- --------- --------- --------- Total Interest Expense 127,436 120,636 354,065 368,083 --------- --------- --------- --------- Net Interest Income 193,574 152,236 547,035 494,937 Provision for Loan Losses (1,026) (1,103) (3,379) (2,013) --------- --------- --------- --------- Net Interest Income after Provision for Loan Losses 192,548 151,133 543,656 492,924 --------- --------- --------- --------- NON-INTEREST INCOME: Income from Fees and Commissions: Loan Servicing Fees (13,686) 11,715 (8,706) 17,076 Banking Services Fees and Commissions 17,622 15,714 50,730 40,458 Sales of Mutual Funds and Annuities 5,944 2,900 18,772 9,830 Fees, Commissions and Other Income 5,581 4,214 15,496 10,715 --------- --------- --------- --------- Total Income from Fees and Commissions 15,461 34,543 76,292 78,079 Net Gain on Sales of Loans 105,308 105,926 349,720 375,916 Change in Valuation of Retained Interests -- (1,191) (1,338) (2,543) Net Gain on Sale of Securities 225 1,450 769 2,017 --------- --------- --------- --------- Total Non-Interest Income 120,994 140,728 425,443 453,469 --------- --------- --------- --------- NON-INTEREST EXPENSE: Salaries and Benefits 74,320 66,796 208,436 194,918 Employee Stock Ownership and Stock Plans Expense 9,140 6,911 26,431 19,742 Net Expense of Premises and Equipment 22,109 22,340 68,590 64,128 Advertising 5,130 4,285 15,667 13,163 Other Administrative Expenses 34,606 30,079 97,997 85,406 Merger Related Expenses 44,564 -- 47,159 -- --------- --------- --------- --------- Total General and Administrative Expenses 189,869 130,411 464,280 377,357 Other Real Estate Owned Operating Income, net 1,413 (703) 183 (2,169) --------- --------- --------- --------- Total Non-Interest Expense 191,282 129,708 464,463 375,188 --------- --------- --------- --------- Income from Continuing Operations Before Income Taxes 122,260 162,153 504,636 571,205 Income Taxes Related to Earnings from Continuing Operations 71,565 61,001 218,423 213,374 --------- --------- --------- --------- NET INCOME FROM CONTINUING OPERATIONS $ 50,695 $ 101,152 $ 286,213 $ 357,831 ========= ========= ========= ========= DISCONTINUED OPERATIONS: Net (Loss)/Income from Disposal of Discontinued Business ($110,346) $ 211 ($109,787) $ 590 ========= ========= ========= ========= NET (LOSS)/INCOME ($ 59,651) $ 101,363 $ 176,426 $ 358,421 ========= ========= ========= ========= DILUTED EARNINGS PER SHARE: Net Income from Continuing Operations $ 0.42 $ 0.82 $ 2.38 $ 2.84 Net (loss)/Income from Discontinued Operations (0.91) -- (0.91) -- --------- --------- --------- --------- Net (loss)/Income $ (0.49) $ 0.82 $ 1.47 $ 2.84 ========= ========= ========= =========
Page 15 GREENPOINT FINANCIAL CORP. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (UNAUDITED)
SEPTEMBER 30, JUNE 30, DECEMBER 31, SEPTEMBER 30, (in thousands) 2004 2004 2003 2003 ------------ ------------ ------------ ------------ ASSETS: Cash & Due from Banks $ 310,718 $ 284,049 $ 268,168 $ 227,108 Money Market Investments 187,818 19,819 66,951 15,293 Securities: Available-for-Sale 6,431,181 6,828,958 6,253,658 5,396,224 Retained Interests in Securitizations 98,436 45,020 48,849 57,634 Federal Home Loan Bank of New York Stock 261,251 267,500 170,000 195,000 Held-to-Maturity 4,920 5,049 5,588 5,331 ------------ ------------ ------------ ------------ Total Securities 6,795,788 7,146,527 6,478,095 5,654,189 ------------ ------------ ------------ ------------ Loans: Held-For-Sale 5,060,115 5,240,641 4,764,323 6,009,900 Held-for-Investment 12,834,048 11,743,655 9,962,512 9,508,162 Less: Allowance for Loan Losses 77,726 77,726 77,726 77,726 ------------ ------------ ------------ ------------ Net Loans Held-for-Investment 12,756,322 11,665,929 9,884,786 9,430,436 ------------ ------------ ------------ ------------ Mortgage Servicing Rights 214,713 208,459 182,947 159,249 Goodwill 395,065 395,065 395,065 395,065 Premises & Equipment 180,478 180,483 183,104 181,788 Other Assets 1,060,932 813,785 761,716 793,272 ------------ ------------ ------------ ------------ Total Assets $ 26,961,949 $ 25,954,757 $ 22,985,155 $ 22,866,300 ============ ============ ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY: Deposits: Demand $ 519,633 $ 516,847 $ 442,931 $ 402,796 Savings 3,384,765 3,467,180 3,660,081 3,704,001 NOW & Money Market 5,256,624 5,239,871 4,132,685 3,913,983 Time 2,874,371 2,944,338 3,353,028 3,504,502 Certificates of Deposit, $100,000 & Over 808,241 888,016 956,916 985,542 ------------ ------------ ------------ ------------ Total Deposits 12,843,634 13,056,252 12,545,641 12,510,824 ------------ ------------ ------------ ------------ Federal Funds Purchased & Collateralized Borrowings 9,959,882 9,488,171 7,189,465 6,969,250 Federal Funds Purchased - North Fork 750,000 -- -- -- Senior Notes 354,117 345,434 352,431 349,518 Subordinated Debt 149,840 149,833 149,820 149,813 Other Long Term Debt 199,785 199,783 199,778 199,776 ------------ ------------ ------------ ------------ Total Borrowings 11,413,624 10,183,221 7,891,494 7,668,357 ------------ ------------ ------------ ------------ Mortgagors' Escrow 76,409 59,074 55,147 74,073 Liability Under Recourse Exposure 90,872 181,413 225,622 256,138 Accrued Expenses & Other Liabilities 592,954 511,892 428,721 513,547 ------------ ------------ ------------ ------------ Total Liabilities 25,017,493 23,991,852 21,146,625 21,022,939 ------------ ------------ ------------ ------------ STOCKHOLDERS' EQUITY: Common Stock 1,654 1,654 1,654 1,654 Additional Paid in Capital 997,419 967,777 941,400 936,785 Retained Earnings 1,997,089 2,091,855 1,925,751 1,840,571 Accumulated Other Comprehensive Income (61,111) (87,938) (30,074) (17,508) Unallocated Employee Stock Ownership Plan Shares (80,074) (81,499) (84,351) (85,738) Treasury Stock at Cost (910,521) (928,944) (915,850) (832,403) ------------ ------------ ------------ ------------ Total Stockholders' Equity 1,944,456 1,962,905 1,838,530 1,843,361 ------------ ------------ ------------ ------------ Total Liabilities and Stockholders' Equity $ 26,961,949 $ 25,954,757 $ 22,985,155 $ 22,866,300 ============ ============ ============ ============
Page 16 GREENPOINT FINANCIAL CORP. AND SUBSIDIARIES SELECTED FINANCIAL DATA AND BALANCE SHEET COMPONENTS (UNAUDITED)
THREE MONTHS ENDED NINE MONTHS ENDED SELECTED FINANCIAL DATA: SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, (in thousands, except ratios and per share amounts) 2004 2003 2004 2003 ----------- ----------- ----------- ----------- PER SHARE: Net Income - Basic (continuing operations) $ 0.43 $ 0.84 $ 2.44 $ 2.89 Net Income - Diluted (continuing operations) $ 0.42 $ 0.82 $ 2.38 $ 2.84 Average Shares Outstanding - Basic 118,267 120,871 117,354 123,755 Average Shares Outstanding - Diluted 121,043 123,253 120,305 126,214 Stated Book Value $ 15.98 $ 15.17 $ 15.98 $ 15.17 Tangible Book Value $ 12.73 $ 11.91 $ 12.73 $ 11.91 SELECTED FINANCIAL DATA (CONTINUING OPERATIONS): Return on Average Total Assets 0.78% 1.76% 1.55% 2.16% Return on Average Stockholders' Equity 10.01% 21.86% 19.60% 25.31% Efficiency Ratio (1) 60.4% 44.3% 47.7% 39.8% Yield on Interest Earning Assets (2) 5.27% 5.02% 5.23% 5.52% Cost of Funds 2.16% 2.29% 2.12% 2.45% Net Interest Margin (2) 3.22% 2.84% 3.20% 3.19%
SEPTEMBER 30, JUNE 30, DECEMBER 31, SEPTEMBER 30, 2004 2004 2003 2003 ----------- ----------- ----------- ----------- CAPITAL RATIOS: Risk Based Capital: Tier 1 10.50% 11.23% 11.26% 10.96% Total 11.84% 12.63% 12.81% 12.47% Leverage Ratio 6.81% 7.34% 7.28% 7.18%
SEPTEMBER 30, JUNE 30, DECEMBER 31, SEPTEMBER 30, (In thousands) 2004 2004 2003 2003 ----------- ----------- ----------- ----------- ASSET QUALITY: Non-Accruing Loans: Loans Held-for-Investment $ 132,702 $ 131,879 $ 158,264 $ 162,494 Loans Held-for-Sale 60,501 62,945 102,514 95,901 ----------- ----------- ----------- ----------- Total Non-Accruing Loans 193,203 194,824 260,778 258,395 Other Real Estate Owned 19,803 21,375 24,267 20,722 ----------- ----------- ----------- ----------- Total Non-Performing Assets $ 213,006 $ 216,199 $ 285,045 $ 279,117 =========== =========== =========== =========== Non-Accruing Loans Held-for-Investment to Mortgage Loans Held-for-Investment 1.07% 1.13% 1.60% 1.72% =========== =========== =========== =========== Non-accruing Loans Held-for-Sale to Mortgage Loans Held-for-Sale 1.20% 1.20% 2.15% 1.60% =========== =========== =========== =========== Non-Performing Assets to Total Assets 0.81% 0.83% 1.24% 1.22% =========== =========== =========== =========== Loans Held-for-Investment 90 Days Delinquent and Still Accruing $ 1,928 $ 1,946 $ 2,726 $ 843 =========== =========== =========== ===========
(1) The efficiency ratio is calculated by dividing general and administrative expenses by the sum of net interest income and non-interest income. (2) Presented on a tax equivalent basis. Page 17 GREENPOINT FINANCIAL CORP. AND SUBSIDIARIES MORTGAGE BANKING HIGHLIGHTS (UNAUDITED)
THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, (In thousands) 2004 2003 2004 2003 ----------- ----------- ----------- ----------- COMPARATIVE MORTGAGE LOAN VOLUMES Total Applications Received $17,001,565 $15,409,393 $55,176,561 $56,987,279 ----------- ----------- ----------- ----------- Total Loans Originated: Specialty Products (1) $ 3,860,338 $ 3,132,319 $10,085,207 $ 8,812,965 Home Equity / Seconds 1,613,625 615,476 3,743,241 1,757,775 Agency / Jumbo 4,513,855 5,701,322 15,539,186 19,548,972 ----------- ----------- ----------- ----------- Total Loans Originated (2) $ 9,987,818 $ 9,449,117 $29,367,634 $30,119,712 =========== =========== =========== ===========
(1) Specialty products include: Alt A, No Doc and A minus programs. (2) Total loans originated include correspondent purchases for the held for investment portfolio which totaled $0 thousand and $286,061 thousand for the quarters ended September 30, 2004 and 2003, respectively. Correspondent purchases for the nine months ended September 30, 2004 and 2003, were $911,310 and $1,775,941, respectively.
SEPTEMBER 30, JUNE 30, DECEMBER 31, SEPTEMBER 30, (In thousands) 2004 2004 2003 2003 ---------- ---------- ---------- ---------- Pipeline (3) $7,623,547 $8,641,744 $7,042,826 $9,107,276 ========== ========== ========== ========== Interest Rate Lock Commitments(4) $2,512,433 $2,559,331 $1,506,201 $2,190,943 ========== ========== ========== ========== Loans Held-For-Sale $5,060,115 $5,240,641 $4,764,323 $6,009,900 ========== ========== ========== ==========
(3) The pipeline represents applications received but not yet funded. (4) Represent commitments to lend where the terms are guaranteed to the borrower for a specific period of time.
THREE MONTHS ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30, (In thousands) 2004 2003 2004 2003 ----------- ----------- ----------- ----------- MORTGAGE LOANS SOLD AND AVERAGE MARGINS (5) Whole Loan Sales: Specialty Products $ 3,262,425 $ 2,467,248 $ 8,984,988 $ 7,850,226 Home Equity / Seconds 1,288,900 434,197 2,381,752 609,840 Agency / Jumbo 3,349,777 4,543,678 11,166,415 16,473,372 ----------- ----------- ----------- ----------- Total Whole Loan Sales $ 7,901,102 $ 7,445,123 $22,533,155 $24,933,438 =========== =========== =========== =========== Gain on Sale of Whole Loans $ 105,106 $ 105,362 $ 348,784 $ 369,774 =========== =========== =========== =========== Margins on Whole Loan Sales: Specialty Products 1.64% 2.27% 2.25% 2.75% Home Equity / Seconds 1.55% 1.50% 1.71% 1.42% Agency / Jumbo 0.94% 0.95% 0.95% 0.88% ----------- ----------- ----------- ----------- Total Whole Loan Sales 1.33% 1.42% 1.55% 1.48% =========== =========== =========== ===========
(5) Gain on sale and gain on sale margins include the net impact of the valuation of mortgage loans held for sale and interest rate lock commitments, the impact of the valuation of derivatives utilized to manage the exposure to interest rate risk associated with mortgage loan commitments and mortgage loans held for sale, and the impact of adjustments related to reserves established for representations and warranties made in conjunction with the loan sale. Page 18 GREENPOINT FINANCIAL CORP. AND SUBSIDIARIES NET INTEREST INCOME ANALYSIS - CONTINUING OPERATIONS (UNAUDITED) The following table presents on a linked quarter basis, an analysis of net interest income by each major category of interest earning assets and interest bearing liabilities:
For the Three Months Ended: SEPTEMBER 30, 2004 JUNE 30, 2004 -------------------------------- -------------------------------- AVERAGE AVERAGE AVERAGE AVERAGE (dollars in thousands) BALANCE INTEREST RATE BALANCE INTEREST RATE ----------- -------- ------- ----------- -------- ------- INTEREST-EARNING ASSETS: Loans Held-for-Investment $12,445,954 $180,920 5.81% $10,853,586 $157,517 5.81% Other Loans 25,836 462 7.13% 24,991 438 7.00% Loans Held-for-Sale 4,844,840 61,945 5.11% 4,886,606 63,039 5.16% Securities (1) 6,948,099 75,750 4.36% 7,343,206 72,399 3.94% Other Interest-Earning Assets (1) 233,715 3,938 6.70% 223,620 2,992 5.38% ----------- -------- ----------- -------- Total Interest-Earning Assets 24,498,444 323,015 5.27% 23,332,009 296,385 5.08% ----------- -------- ----------- -------- Non-Interest Earning Assets 1,601,432 1,583,179 ----------- ----------- Total Assets $26,099,876 $24,915,188 ----------- ----------- INTEREST-BEARING LIABILITIES: Savings $ 1,421,818 $2,126 0.59% $1,469,699 $2,112 0.58% Demand Deposits and N.O.W. 3,648,574 12,641 1.38% 3,463,206 11,404 1.32% Money Market and Variable Rate Savings 3,838,562 11,402 1.18% 3,766,302 10,814 1.15% ----------- -------- ----------- -------- Total Core Deposits 8,908,954 26,169 1.17% 8,699,207 24,330 1.12% Wholesale Money Market Deposits 334,435 1,461 1.74% 260,612 950 1.47% Term Certificates of Deposit 3,740,689 22,910 2.44% 3,869,329 23,648 2.46% ----------- -------- ----------- -------- Total Deposits 12,984,078 50,540 1.55% 12,829,148 48,928 1.53% Other Interest-Bearing Liabilities: Borrowed Funds 9,646,961 67,581 2.75% 8,732,973 57,707 2.62% Senior Notes 348,864 1,239 1.42% 354,052 915 1.03% Subordinated Bank Notes 149,835 3,504 9.35% 149,829 3,504 9.35% Other Long Term Debt 199,784 4,572 9.15% 199,782 4,572 9.15% ----------- -------- ----------- -------- Total Other Interest Bearing Liabilities 10,345,444 76,896 2.92% 9,436,636 66,698 2.80% ----------- -------- ----------- -------- Total Interest-Bearing Liabilities 23,329,522 127,436 2.16% 22,265,784 115,626 2.07% ----------- -------- ----------- -------- Other Liabilities 744,249 714,398 ----------- ----------- Total Liabilities 24,073,771 22,980,182 ----------- ----------- Stockholders' Equity 2,026,105 1,935,006 ----------- ----------- Total Liabilities & Stockholders' Equity $26,099,876 $24,915,188 =========== =========== Net Interest Income/Interest Rate Spread $195,579 3.11% $180,759 3.01% ======== ======== Net Interest-Earning Assets/Net Interest Margin $ 1,168,922 3.22% $1,066,225 3.10% =========== ========== Ratio of Interest-Earning Assets to Interest-Bearing Liabilities 1.05x 1.05x =========== ===========
(1) Presented on a tax equivalent basis. Page 19 NORTH FORK BANCORPORATION, INC. COMBINED WITH GREENPOINT FINANCIAL CORP. PRO FORMA COMBINED CONDENSED CONSOLIDATED BALANCE SHEET SEPTEMBER 30, 2004 (UNAUDITED) The following Pro Forma Balance Sheet includes the estimated purchase accounting adjustments associated with the GreenPoint acquisition:
PRO FORMA (in thousands, except per share amounts and ratios) COMBINED ------------ ASSETS: Cash & Due from Banks $ 1,005,576 Money Market Investments 206,398 Securities: Available-for-Sale 15,439,040 Held-to-Maturity 154,023 ------------ Total Securities 15,593,063 ------------ Loans: Held-For-Sale 5,062,503 Held-for-Investment 28,791,474 Less: Allowance for Loan Losses 216,523 ------------ Net Loans Held-for-Investment 28,574,951 ------------ Goodwill 5,931,455 Identifiable Intangibles 187,617 Premises & Equipment 453,432 Other Assets 1,899,888 ------------ Total Assets $ 58,914,883 ============ LIABILITIES AND STOCKHOLDERS' EQUITY: Deposits: Demand 6,093,794 NOW & Money Market 9,849,370 Savings 9,851,055 Time 7,260,115 ------------ Total Deposits 33,054,334 ------------ Federal Funds Purchased & Collateralized Borrowings 13,951,205 Subordinated Debt 665,525 Junior Subordinated Debt 498,558 Senior Notes 349,941 Accrued Expenses & Other Liabilities 1,372,374 ------------ Total Liabilities $ 49,891,937 ------------ STOCKHOLDERS' EQUITY: Common Stock 3,449 Additional Paid in Capital 7,721,733 Retained Earnings 1,946,610 Accumulated Other Comprehensive Income 4,806 Deferred Compensation (84,073) Treasury Stock at Cost (569,579) ------------ Total Stockholders' Equity 9,022,946 ------------ Total Liabilities and Stockholders' Equity $ 58,914,883 ============ CAPITAL AND OTHER RATIOS: Risk Based Capital: Tier 1 9.93% Total 12.53% Leverage Ratio 6.26% Tangible Book Value $ 8.92
Page 20 NORTH FORK BANCORPORATION, INC. SELECTED PRO FORMA FINANCIAL DATA (UNAUDITED) The following table summarizes the estimated fair value adjustments included on the Pro Forma Balance Sheet and the impact of amortizing and/or accreting the respective adjustments into income over the next twelve months.
ESTIMATED ESTIMATED BALANCE SHEET GROSS TWELVE MONTHS CATEGORY PREMIUM/(DISCOUNT) AMORTIZATION/(ACCRETION) - -------- ------------------ ------------------------ Securities $ (59,864) $ (23,946) Loans 86,204 24,630 Building 4,218 141 Time Deposits (62,496) (31,248) Collateralized Borrowings (251,589) (76,230) Subordinated Debt (36,850) (6,142) Capital Securities (31,413) (1,384) Senior Notes 4,176 1,129 Core Deposit Intangible 141,165 53,788 --------- --------- Total $(206,449) $ (59,262) ========= =========
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