-----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, NFtiHMBY+MK4b98rlx/8uB7B5Xx4HBPvpBMmEJPGbgj5gfZ6y1nXVaX2jeAernZQ d7vHpq3xaCB/TYK3XrRo0A== 0000846617-97-000009.txt : 19971117 0000846617-97-000009.hdr.sgml : 19971117 ACCESSION NUMBER: 0000846617-97-000009 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970930 FILED AS OF DATE: 19971114 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: BRIDGE BANCORP INC CENTRAL INDEX KEY: 0000846617 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 112934195 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-18546 FILM NUMBER: 97718730 BUSINESS ADDRESS: STREET 1: 2488 MONTAUK HIGHWAY CITY: BRIDGEHAMPTON STATE: NY ZIP: 11932 BUSINESS PHONE: 5165371000 MAIL ADDRESS: STREET 1: P O BOX 3005 CITY: BRIDGEHAMPTON STATE: NY ZIP: 11932 10QSB 1 QUARTERLY REPORT U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------------------- FORM 10-QSB (Mark One) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. For the quarterly period ended September 30, 1997 OR [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. For the transition period from to ------------------------- COMMISSION FILE NUMBER: 000-18546 ------------------------- BRIDGE BANCORP, INC. (Exact name of small business issuer as specified in its charter) NEW YORK (State or other jurisdiction of incorporation or organization) 2200 MONTAUK HIGHWAY BRIDGEHAMPTON, NEW YORK (Address of principal executive offices) 11932 (Zip Code) 11-2934195 (IRS Employer Identification Number) (516) 537-1000 (Issuer's telephone number) NOT APPLICABLE (Former name, former address and former fiscal year, if changed since last report.) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15 (d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 1,407,999 shares of common stock as of November 12, 1997. BRIDGE BANCORP, INC. INDEX Part 1. FINANCIAL INFORMATION - ----------------------------- Item 1. Financial Statements Unaudited Consolidated Statements of Condition as of September 30, 1997 and December 31, 1996 Unaudited Consolidated Statements of Income for the three months and nine months ended September 30, 1997 and 1996 Unaudited Consolidated Statements of Cash Flows for the nine months ended September 30, 1997 and 1996 Notes to Unaudited Consolidated Financial Statements Item 2. Management's Discussion and Analysis or Plan of Operation PART II. OTHER INFORMATION - -------------------------- Item 1. Legal Proceedings - None Item 2. Changes in Securities - None Item 3. Defaults Upon Senior Securities - None Item 4. Submission of Matters to a Vote of Security Holders-None Item 5. Other Information - None Item 6. Exhibits and Reports on Form 8K SIGNATURES ===================== BRIDGE BANCORP, INC. AND SUBSIDIARY NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS 1. Basis of Financial Statement Presentation The accompanying unaudited consolidated financial statements include the accounts of Bridge Bancorp, Inc. (the Registrant or Company) and its wholly-owned subsidiary, The Bridgehampton National Bank (the Bank). The consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Item 310(b) of Regulation S-B. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In preparing the interim financial statements, management has made estimates and assumptions that affect the reported amounts of assets and liabilities and the revenue and expense for the reported periods. Actual future results could differ significantly from these estimates. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results are not necessarily indicative of the results that may be expected for the year ended December 31, 1997. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's Annual Report on Form 10-KSB for the year ended December 31, 1996. Part 1. Financial Information Item 1. Financial Statements BRIDGE BANCORP, INC. AND SUBSIDIARY UNAUDITED CONSOLIDATED STATEMENTS OF CONDITION (In thousands, except share and per share amounts)
September 30 December 31, 1997 1996 - --------------------------------------------------------------------------------------------- ASSETS Cash and due from banks ....................................... $ 10,600 $ 12,247 Interest earning deposits with banks .......................... 134 68 Federal funds sold ............................................ -- 1,250 --------- --------- Total cash and cash equivalents ........................ 10,734 13,565 Investment in debt and equity securities, net: Securities available for sale, at fair value ............... 82,811 57,779 Securities held to maturity (fair value of $10,474 and $6,273 respectively) ................................... 10,471 6,262 --------- --------- Total investment in debt and equity securities, net .... 93,282 64,041 Loans ......................................................... 129,759 118,881 Less: Allowance for probable loan losses .......................... 1,313 1,238 --------- --------- Loans, net ............................................. 128,446 117,643 Banking premises and equipment, net ........................... 8,541 6,773 Accrued interest receivable ................................... 1,763 1,343 Deferred income taxes ......................................... -- 51 Other assets .................................................. 1,502 1,198 --------- --------- TOTAL ASSETS .................................................. $ 244,268 $ 204,614 ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY Demand deposits ............................................... $ 64,923 $ 50,464 Savings, NOW, and money market deposits ....................... 76,131 73,791 Certificates of deposit of $100,000 or more ................... 37,378 18,251 Other time deposits ........................................... 43,916 42,341 --------- --------- Total deposits ........................................ 222,348 184,847 Accrued interest on depositors' accounts ...................... 1,326 1,537 Deferred income taxes ......................................... 58 -- Other liabilities and accrued expenses ........................ 570 1,304 --------- --------- Total Liabilities ..................................... 224,302 187,688 --------- --------- Stockholders' equity: Common stock, par value $5.00 per share: Authorized: 6,500,000 shares; issued and outstanding 1,407,999 shares at 9/30/97 and 1,407,600 shares at 12/31/96 7,202 7,200 Surplus ..................................................... 607 600 Undivided profits ........................................... 12,161 9,287 Less: Net unrealized appreciation in securities available for sale, net of tax ......................... 617 460 Treasury Stock at cost, 32,400 shares .................. (621) (621) --------- --------- Total Stockholders' Equity ............................ 19,966 16,926 Commitments and contingencies --------- --------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY .................... $ 244,268 $ 204,614 ========= ========= See accompanying notes to the unaudited consolidated financial statements.
BRIDGE BANCORP, INC. AND SUBSIDIARY UNAUDITED CONSOLIDATED STATEMENTS OF INCOME (In thousands, except share and per share amounts) Three Months Ended Sept 30, Nine Months Ended Sept 30, 1997 1996 1997 1996 - --------------------------------------------------------------------------------------------------------------------- Interest income: Loans (including fee income) .......................... $2,797 $2,663 $ 8,717 $ 8,183 Deposits with banks ................................... 1 8 4 10 Federal funds sold .................................... 168 144 332 320 U.S. Treasury and government agency securities ........ 343 362 935 935 State and municipal obligations ....................... 265 227 783 650 Other securities ...................................... 18 10 52 31 Mortgage-backed securities ............................ 529 436 1,476 1,189 ------ ------ ------- ------- Total interest income ............................... 4,121 3,850 12,299 11,318 ------ ------ ------- ------- Interest expense: Savings, N.O.W. and money market deposits ............. 412 414 1,212 1,190 Certificates of deposit of $100,000 or more ........... 434 300 1,203 781 Other time deposits ................................... 573 595 1,657 1,851 Other borrowed money .................................. 0 8 55 11 ------ ------ ------- ------- Total interest expense .............................. 1,419 1,317 4,127 3,833 ------ ------ ------- ------- Net interest income ..................................... 2,702 2,533 8,172 7,485 Provision for possible loan losses ...................... 60 90 180 211 ------ ------ ------- ------- Net interest income after provision for possible loan losses .................................. 2,642 2,443 7,992 7,274 ------ ------ ------- ------- Other income: Service charges on deposit accounts ................... 218 182 598 517 Mortgage banking activities ........................... 622 402 1,120 678 Gain on sale of building .............................. -- -- 1,405 -- Net securities gains .................................. 4 28 4 42 Other operating income ................................ 271 223 580 670 ------ ------ ------- ------- Total other income .................................. 1,115 835 3,707 1,907 ------ ------ ------- ------- Other expenses: Salaries and employee benefits ........................ 1,181 1,018 3,407 2,994 Net occupancy expense ................................. 195 125 517 408 Furniture and fixture expense ......................... 151 138 418 381 Other operating expenses .............................. 872 746 2,298 2,146 ------ ------ ------- ------- Total other expenses ................................ 2,399 2,027 6,640 5,929 ------ ------ ------- ------- Income before provision for income taxes ................ 1,358 1,251 5,059 3,252 Provision for income taxes .............................. 498 435 1,832 1,106 ------ ------ ------- ------- Net income .............................................. $ 860 $ 816 $ 3,227 $ 2,146 ====== ====== ======= ======= Basic earnings per share ................................ $ 0.61 $ 0.58 $ 2.29 $ 1.50 ====== ====== ======= ======= Diluted earnings per share .............................. $ 0.60 $ 2.28 ====== ====== ======= ======= See accompanying notes to the unaudited consolidated financial statements. All per share amounts have been adjusted to reflect the effects of the split.
BRIDGE BANCORP, INC. AND SUBSIDIARY UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) Nine months ended September 30, 1997 1996 - ---------------------------------------------------------------------------------------------- Operating activities: Net Income ................................................... $ 3,227 $ 2,146 Adjustments to reconcile net income to net cash provided by operating activities: Provision for possible loan losses ....................... 180 211 Depreciation and amortization ............................ 393 309 Accretion of discounts ................................... (49) (73) Amortization of premiums ................................. 92 285 Gain on the sale of building ............................. (1,404) -- Net securities gains ..................................... (4) (43) (Increase) in accrued interest receivable ................ (420) (79) (Increase) in other assets ............................... (304) (272) (Decrease) increase in accrued and other liabilities ..... (264) 508 -------- -------- Net cash provided by operating activites ....................... 1,447 2,992 -------- -------- Investing activities: Purchases of securities available for sale ................... (32,157) (58,902) Purchases of securities held to maturity ..................... (9,667) (3,900) Proceeds from sales of securities available for sale ......... 3,560 24,218 Proceeds from maturing securities available for sale ......... 1,925 8,300 Proceeds from maturing securities held to maturity ........... 4,375 3,721 Proceeds from principal payments on mortgage-backed securities 2,948 5,406 Proceeds from sale of building ............................... 1,554 -- Net increase in loans ........................................ (10,983) (4,837) Proceeds from sale of other real estate owned ................ -- 235 Purchases of banking premises and equipment, net of deletions (2,310) (2,026) -------- -------- Net cash used by investing activities .......................... (40,755) (27,785) -------- -------- Financing activities: Net increase in deposits ..................................... 37,501 21,141 Decrease in other borrowings ................................. -- 6,600 Payment for purchase of treasury stock ....................... -- ($ 621) Net proceeds from issuance of restricted common stock issued pursuant to equity incentive plan .............. 8 -- Cash dividends paid .......................................... (1,032) (835) -------- -------- Net cash provided by financing activities ...................... 36,477 26,285 -------- -------- (Decrease) increase in cash and cash equivalents ............... (2,831) 1,492 Cash and cash equivalents beginning of period .................. 13,565 7,480 -------- -------- Cash and cash equivalents end of period ........................ $ 10,734 $ 8,972 ======== ======== Supplemental information-Cash Flows: Cash paid for: Interest ................................................... $ 4,338 $ 3,420 Income taxes ............................................... $ 1,848 $ 904 Noncash investing and financing activities: None See accompanying notes to the unaudited consolidated financial statements.
Item 2. Management's Discussion and Analysis or Plan of Operation Financial Condition - ------------------- The assets of the Registrant totaled $244,268,000 at September 30, 1997, an increase of $39,654,000 or 19.38% from the year end. This increase mainly results from the increase in investment in debt and equity securities of $29,241,000 or 45.7%, and the increase in net loans of 9.2% or $10,803,000. Capitalized construction costs attributable to the Registrant's new main office facility were primarily the reason for a net increase in the Bank premises and equipment of $1,768,000 in the first nine months of 1997. The source of funds for the increase in assets was derived from an increase in deposits of $37,501,000 or 20.3%. Demand deposits increased $14,459,000 or 28.7% over December 31, 1996. This increase is attributed to seasonal fluctuations and increased business development efforts. Certificates of deposit of $100,000 or more increased $19,127,000 or 104.8% over the prior year end primarily as a result of increased public fund deposits. Total stockholders' equity was $19,966,000 at September 30, 1997, an increase of 18.0% over December 31, 1996. The increase of $3,040,000 was the result of net income for the nine month period ended September 30, 1997, of $3,227,000, less dividends declared of $352,000, plus the net increase in unrealized appreciation in securities available for sale, net of tax, of $157,000; and the proceeds of the issuance of shares of common stock of $8,000 pursuant to the equity incentive plan. The net increase in securities available for sale is directly attributable to appreciation due to changes in interest rates. Recent volatility in the financial markets had no material effect on the value of the securities held as available for sale. Stock Split - ------------------- On April 15, 1997, the Board of Directors declared a three-for-one stock split in the form of a stock dividend payable May 30, 1997 to stockholders of record as of May 1, 1997. The stock split increased outstanding common shares from 469,333 to 1,407,999 shares. Stockholders equity has been restated to give retroactive recognition to the stock split for all periods presented by reclassifying from undivided profits to common stock the par value of the additional shares arising from the stock split. In addition, all references in the unaudited Consolidated Financial Statements and Notes thereto to the number of shares, per-share amounts, and market prices of the common stock have been restated giving retroactive recognition to the stock split. Results of Operations - --------------------- During the first nine months of 1997, the Registrant earned net income of $3,227,000 or $2.29 per share as compared with $2,146,000 or $1.50 per share for the same period in 1996. Net income for the three month period ended September 30, 1997 was $860,000 or $.61 per share compared to $816,000 or $.58 per share for the same period in 1996. Net income for the nine month period includes a gain on the sale of the Bank's former headquarters building totaling $829,000 net of applicable taxes of $575,000. Highlights for the nine months ended September 30, 1997 include: (I) a $687,000 or 9.2% increase in net interest income; (ii) a $1,800,000 or 94.4% increase in total other income; and (iii) a $711,000 or 12.0% increase in total other expenses. The provision for income taxes increased $726,000 or 65.6%. Highlights for the three month period ended September 30, 1997 include: (I) a $169,000 or 6.7% increase in net interest income; (ii) a $280,000 or 33.5% increase in total other income; and (iii) a $372,000 or 18.6% increase in total other expenses. In 1997, the Company adopted Statement of Accounting Standards No. 128 Earnings per Share. Net income for the first nine months of 1997 reflects annualized returns of 23.77% on average total stockholders' equity and 1.95% on average total assets as compared to the corresponding figures for the preceding calendar year of 18.84% on average total stockholders' equity and 1.51% on average total assets. Annualized returns on average total stockholders' equity and the average total assets before the gain on the sale of assets, chiefly the former headquarters building, were 17.68% and 1.45%, respectively. Net interest income, the primary source of income, increased by $687,000 or 9.2% for the current nine month period over the same period last year. The increase primarily resulted from an increase in average total interest earning assets from $182,572,000 in the first nine months of 1996 to $201,448,000 for the comparable period in 1997, a 10.3% increase. The yield on average interest earning assets at September 30, 1997 decreased to 8.1% from 8.3% during the same period in 1996. The cost of average interest bearing liabilities remained the same at 3.8%. The net yield on average earning assets of 5.4% for the period ended September 30, 1997 decreased from 5.5% for the same period in 1996. A $60,000 provision for possible loan losses was made each quarter during the nine month period ended September 30, 1997 totalling $180,000, as compared to a $211,000 provision for the same period in 1996. The allowance for possible loan losses increased to $1,313,000 at September 30, 1997, as compared to $1,238,000 at December 31, 1996. As a percentage of loans the allowance was 1.01% at September 30, 1997 and 1.04% at December 31, 1996. The allowance as a percentage of nonperforming loans (including loans past due 90 days or more and still accruing) was 115.18% at September 30, 1997 compared to 460.2% at December 31, 1996. This decrease results from one loan relationship becoming nonperforming although management believes the borrowing relationship in question is adequately collateralized. The allowance reflects management's evaluation of classified loans, charge-off trends, concentrations of credit and other pertinent factors. It also reflects input from the Bank's 1997 examination by the Office of the Comptroller of the Currency and outside loan review consultants. Total other income increased during the nine month period ended September 30, 1997 by $1,800,000 or 94.4% over the same period last year. The increase was the result of: (I) a gain on the sale of assets, principally the sale of the Bank's former headquarter's building, of $1,405,000; and (ii) mortgage banking activities totaling $1,120,000, an increase of $442,000 or 65.2% over the same period last year. For the three month period ended September 30, 1997, mortgage banking activities increased 54.7% or $220,000 over the same period in the previous year. These increases are the result of the Bank's efforts to further penetrate the mortgage market. Other operating income decreased $90,000 or 13.4% from the same period last year . The decrease mainly resulted from not realizing the same level of non recurring income in the same period of the current year. Total other expenses increased during the nine month period ended September 30, 1997 by $711,000 or 12.0%, and for the three month period ended September 30, 1997 by $372,000 or 18.4%, over the same period last year. For the three month period ended September 30, 1997, salary and benefit expense increased $163,000 or 16.0% over the same period in the prior year. For the nine month period ended September 30, 1997 the salary and employee benefit expense of $413,000 was 13.8% higher than the same period in the previous year. This increase mainly results from increased staffing and salary increases. Net occupancy expense for the nine month period ended September 30, 1997 increased by $109,000 or 26.7%, and for the three month period ended September 30, 1997 by $70,000 or 56%, over the same period last year. These increases reflect the costs of the new main headquarters building occupied in May of 1997, increased rental space in the Bank's residential mortgage center and the costs of opening an additional branch office in the village of Southampton. Expected opening date of this branch office is November of 1997. Other operating expenses increased $152,000 or 7.1% for the nine month period, and $126,000 or 16.9% for the three month period ended September 30, 1997, respectively. This primarily results from increased loan processing expenses incurred by the Bank as part of a product promotion. The provision for income taxes increased during the nine month period ended September 30, 1997 by $726,000 or 65.6% over the same period last year, $575,000 of the increase being attributable to the tax on the gain realized on the sale of the former headquarters building.. The effective tax rate for the nine month period ended September 30, 1997 was 36% as compared to the prior period of 34% mainly as a result of increased income and decreased benefits of tax exempt income in the current year. In accordance with the requirement of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. BRIDGE BANCORP, INC. Date: November 14, 1997 Thomas J. Tobin --------------- Thomas J. Tobin President and Chief Executive Officer Date: November 14, 1997 Christopher Becker ------------------ Christopher Becker Senior Vice President and Treasurer EX-27 2 FDS - 9/30/97
9 0000846617 Bridge Bancorp, Inc. 1,000 9-MOS Dec-31-1997 Sep-30-1997 10,600 134 0 0 82,811 10,471 10,474 129,759 1,313 244,268 222,348 0 1954 0 0 0 7,202 607 244,268 8,717 3,246 337 12,299 4,072 4,127 8,172 180 4 6,640 5,059 5,059 0 0 3,227 2.29 2.29 5.40 1,140 1 0 0 1,238 155 50 1,313 1,313 0 0
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