-----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, Mx2n14T3u3FItkfg/Wlm6Fr+s9COWZV4WfNo1qOo9zhO8p2T3WbaIS9pGUAdMWCd JJ4QfpTOMB1MydG9VGj3Cg== 0000875357-03-000002.txt : 20030123 0000875357-03-000002.hdr.sgml : 20030123 20030123110316 ACCESSION NUMBER: 0000875357-03-000002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20021231 ITEM INFORMATION: Other events FILED AS OF DATE: 20030123 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOK FINANCIAL CORP ET AL CENTRAL INDEX KEY: 0000875357 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 731373454 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19341 FILM NUMBER: 03521760 BUSINESS ADDRESS: STREET 1: BANK OF OKLAHOMA TOWER STREET 2: PO BOX 2300 CITY: TULSA STATE: OK ZIP: 74192 BUSINESS PHONE: 9185953025 MAIL ADDRESS: STREET 1: BANK OF OKLAHOMA TOWER STREET 2: P O BOX 2300 CITY: TULSA STATE: OK ZIP: 74192 8-K 1 file8k.txt NEWS RELEASE AND FINANCIAL DATA ------------------------------------------------------------------------------ UNITED STATES 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 report): January 22, 2003 BOK FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Oklahoma 000-19341 73-1373454 - -------- --------- ---------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) Bank of Oklahoma Tower, Boston Avenue at Second Street, Tulsa, Oklahoma 74172 (Address of principal executive offices) (zip code) Registrant's telephone number, including area code: 918-588-6000 _____________________N/A___________________________ (Former name or former address, if changes since last report) ------------------------------------------------------------------------------- INFORMATION TO BE INCLUDED IN THE REPORT Item 5. Other Events. On January 22, 2003, BOK Financial Corporation ("BOK Financial") issued a press release announcing its financial results for the fourth quarter and full year ended December 31, 2002 ("Press Release"). The Press Release is attached as Exhibit 99(a) to this report and is incorporated into this Item 5 by reference. On January 22, 2003, in connection with BOK Financial's issuance of the Press Release, BOK Financial released its fourth quarter 2002 Financial Information ("Financial Information"), which includes certain historical financial information relating to BOK Financial. The Financial information is attached as Exhibit 99(b) to this report and is incorporated into this Item 5 by reference. Item 7. Financial Statements and Exhibits. (c) Exhibits 99(a) The Press Release 99(b) Financial Information for the quarter and year ended December 31, 2002 Signatures 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. BOK FINANCIAL CORPORATION By: /s/ Steven E. Nell ------------------- Steven E. Nell Executive Vice President Chief Financial Officer Date: January 22, 2003 EXHIBIT INDEX Exhibit No. Description - ----------- ------------------ 99(a) The Press Release 99(b) Financial Information for the quarter and year ended December 31, 2002 EX-99 3 pressrelease.txt (A) PRESS RELEASE BOK FINANCIAL CORPORATION NASDAQ: BOKF For Further Information Contact: Danny M. Boyd Corporate Communications (918) 588-6348 Jim Ulrich Investor Relations (918) 588-6135 BOK FINANCIAL CORPORATION REPORTS RECORD 2002 EARNINGS Non-interest Revenue, Expansion Reinforce Growth TULSA, Okla. (Wednesday, Jan. 22, 2003)--A combination of solid loan and deposit growth, consistent increases in non-interest revenue and continued expansion in high-growth markets contributed to record earnings for BOK Financial Corporation in 2002. The Tulsa-based financial services company reported net income of $150.4 million, a 29 percent increase over 2001 and an extension of the consistent income growth experienced since the company's inception 12 years ago. For the fourth quarter, net earnings were $38.8 million, up 29 percent from the same period of 2001. Diluted earnings per share rose to $2.48 for the year, up 27 percent from the previous year. For the fourth quarter, diluted earnings per share rose 26 percent, to 63 cents. BOK Financial adopted a new accounting standard in 2002 that discontinued amortization of goodwill. If the standard had been effective during 2001, net income that year would have been $122.9 million, translating to a 22 percent increase in net income for 2002. "The company's performance in 2002 continues to validate our strategy of leveraging our market leadership in Oklahoma to expand in Texas and other high growth markets," said Stan Lybarger, the company's president and chief executive officer. "Our talented employees demonstrated once again the value of delivering nationally competitive products with community bank service." Page 2-BOKF 2002 Earnings Total revenue for 2002 rose 18 percent over the previous year. Net interest revenue, fee and commission revenue and net gains on securities and derivatives all contributed to the revenue growth. Net interest revenue was up 12 percent for the year due to growth in earning assets. Despite a soft economy, total loans grew 10 percent and deposits grew 18 percent, contributing to the growth in net interest revenue. Fee and commission revenue also rose 12 percent. The increase in fee and commission revenue was led by year-over-year increases in service charges and fees on deposit accounts (32 percent), brokerage and trading revenue (24 percent) and transaction card revenue (20 percent). Checking account overdraft protection contributed to growth in revenue from service charges and fees on deposit accounts while higher trading volume was a key factor in higher revenue from brokerage and trading activities. The continued growth in debit card use and the addition of new financial institution clients contributed to the increase in transaction card revenue. "We again demonstrated the value of our fee revenue sources that supplied 41 percent of our combined net interest and fee revenue base, which remains ahead of our peer group," Lybarger said. "A diverse revenue base from products and services that generate fees and commissions continues to contribute to consistent income growth through economic cycles." Overall, BOK Financial recognized gains on derivatives and sales of securities of $65 million, up $38 million from 2001. Of the total gains, $26 million represented gains associated with the mortgage servicing rights (MSR) hedge program. The company maintains a portfolio of securities as an economic hedge of its MSR assets in addition to securities it holds for investment and liquidity purposes. The $26 million gain from the MSR hedging strategy partially offset the $46 million provision for impairment of MSR taken in 2002 as mortgage rates hit historic lows. "The importance of our hedging strategy is evident, and if rates rise as the economy strengthens, we expect mortgage servicing valuations to rise," Lybarger said. Page 3-BOKF 2002 Earnings Net gains on the sale of other available-for-sale securities were $33 million compared to net gains of $18 million in 2001. BOK Financial followed its strategy of managing for total return during 2002. Mortgage-backed securities were sold to reduce the level of prepayment risk in the low interest rate environment. Operating expenses increased 15 percent to $426 million for the full year 2002. Excluding the provision for impairment and amortization of MSR, operating expenses were up only 4 percent. Both the impairment and amortization were extraordinarily high during 2002 as a result of record-high mortgage loan refinance activity. Data processing and communications expenses rose 18 percent for the year due to an increase in overall transaction volumes. Personnel expenses were up 12 percent for the year due to increased compensation rates and staffing and growth in incentive compensation. Total assets rose 9 percent to $12.2 billion. Loans grew to $6.9 billion during 2002. BOK Financial's Bank of Oklahoma subsidiary opened a Denver loan production office last January that posted $65 million in loans outstanding by year-end. The acquisition of Houston-based Bank of Tanglewood in October added $132 million to the loan portfolio. Overall, commercial loans grew 9 percent, commercial real estate loans 7 percent and residential mortgage loans 22 percent. "The acquisition of Bank of Tanglewood in Houston and the opening of our Denver loan production office contributed to growth in commercial lending in a soft economy," Lybarger said. "Our Denver office demonstrated once again the company's ability to leverage our strengths to target growth opportunities in neighboring states. We believe our position in middle market lending, private banking and trust services will continue to give us competitive advantages in growing markets." The quality of the loan portfolio continued to be evident. Nonperforming assets totaled $57 million or 0.84 percent of period-end loans at December 31, 2002 compared with $51 million or 0.83 percent of period end loans for the previous year end. The 2002 year-end allowance for loan losses was $116 million or 1.72 percent of period end loans and 233 percent of nonperforming loans. Net charge-offs to average loans declined to 0.33 percent for the year from 0.35 percent for the previous year. Page 4-BOKF 2002 Earnings Total deposits grew 18 percent to $8.1 billion during 2002. The increase included a $604 million growth in interest-bearing transaction deposits and $447 million in time deposits. The growth in deposits enabled BOK Financial to reduce its borrowed funds by $198 million and funded asset growth. BOKF is a regional financial services company with total assets of $12.2 billion at Dec. 31, 2002. The company provides commercial and consumer banking, investment and trust services, mortgage origination and servicing and an electronic funds transfer network. Holdings include Bank of Oklahoma, N.A., Bank of Texas, N.A., Bank of Albuquerque, N.A., Bank of Arkansas, N.A., the TransFund electronic funds network and broker/dealer BOSC, Inc. Shares of BOK Financial are traded on the NASDAQ under the symbol BOKF. For more information visit our web site at www.bokf.com. This news release contains forward-looking statements that are based on management's beliefs, assumptions, current expectations, estimates and projections about BOK Financial Corp., the financial services industry and the economy generally. Words such as "anticipates," "believes," "estimates," "expects," "forecasts," "plans," "projects," variations of such words, and similar expressions are intended to identify such forward-looking statements. Management judgements relating to, and discussion of the provision and allowance for credit losses involve judgements as to future events and are inherently forward-looking statements. Assessments that BOKF's acquisitions and other growth endeavors will be profitable are necessary statements of belief as to the outcome of future events, based in part on information provided by others which BOKF has not independently verified. These statements are not guarantees of future performance and involve certain risks, uncertainties, and assumptions which are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what is expressed, implied or forecasted in such forward-looking statements. Internal and external factors that might cause such a difference include, but are not limited to, (1) the ability to fully realize expected cost savings from mergers within the expected time frames, (2) the ability of other companies on which BOKF relies to provide goods and services in a timely and accurate manner, (3) changes in interest rates and interest rate relationships, (4) demand for products and services, (5) the degree of competition by traditional and non-traditional competitors, (6) changes in banking regulations, tax laws, prices, levies, and assessments, (7) the impact of technological advances, and (8) trends in customer behavior as well as their ability to repay loans. BOK Financial Corp. and its affiliates undertake no obligation to update, amend, or clarify forward-looking statements, whether as a result of new information, future events, or otherwise. EX-99 4 financials.txt (B) FINANCIAL INFORMATION - 12/31/02 BOK FINANCIAL CORPORATION 22-Jan-03 (In thousands, except ratio and per share data) 11:09 AM Period End Balances Average Balances December 31, Quarter Ended December 31, ---------------------------------- --------------------------------------- BALANCE SHEETS 2002 2001 2002 2001 -------------- ---------------- ---------------- ----------------- ASSETS Cash and due from banks $ 604,680 $ 643,938 $ 469,227 $ 436,678 Trading securities 5,110 10,327 8,639 22,508 Funds sold 19,535 3,400 24,856 14,362 Securities: Available for sale 3,933,343 3,449,549 4,007,777 3,174,362 Held for investment 197,950 241,113 211,100 242,003 -------------- ---------------- ---------------- ----------------- Total securities 4,131,293 3,690,662 4,218,877 3,416,365 Loans: Commercial 3,989,798 3,674,750 3,909,155 3,620,370 Commercial real estate 1,435,838 1,341,775 1,406,816 1,321,968 Residential mortgage 1,063,180 869,173 1,041,691 856,085 Consumer 412,167 409,680 403,836 405,089 -------------- ---------------- ---------------- ----------------- Total loans 6,900,983 6,295,378 6,761,498 6,203,512 Less allowance for loan losses (116,070) (101,905) (114,711) (99,541) -------------- ---------------- ---------------- ----------------- Total loans, net 6,784,913 6,193,473 6,646,787 6,103,971 Premises and equipment 151,715 141,425 149,230 139,804 Accrued revenue receivable 72,018 68,728 63,217 63,003 Intangible assets, net 197,868 152,076 184,165 154,511 Mortgage servicing rights 37,288 98,796 43,369 84,448 Real estate and other repossessed assets 6,719 7,141 6,764 8,270 Bankers' acceptances 3,728 15,393 12,453 21,882 Other assets 164,783 116,243 104,335 115,647 -------------- ---------------- ---------------- ----------------- TOTAL ASSETS $ 12,179,650 $ 11,141,602 $ 11,931,919 $ 10,581,449 ============== ================ ================ ================= LIABILITIES AND EQUITY CAPITAL Deposits: Demand $ 1,531,694 $ 1,366,690 $ 1,310,932 $ 1,150,498 Interest-bearing transaction 3,164,102 2,559,714 2,988,986 2,429,978 Savings 164,738 158,234 173,286 158,040 Time deposits 3,267,991 2,821,106 3,248,364 2,839,770 -------------- ---------------- ---------------- ----------------- Total deposits 8,128,525 6,905,744 7,721,568 6,578,286 Federal funds purchased and repurchase agreements 1,567,686 1,601,989 1,523,923 1,701,655 Other borrowed funds 1,088,022 1,220,948 1,084,616 1,088,792 Subordinated debenture 155,419 186,302 169,874 186,409 Net amount due (receivable) on unsettled security transactions (65,395) 231,660 194,097 2,518 Accrued interest, taxes, and expenses 74,043 67,014 81,572 86,393 Bankers' acceptances 3,728 15,393 12,453 21,882 Other liabilities 134,065 84,069 92,082 80,230 -------------- ---------------- ---------------- ----------------- TOTAL LIABILITIES 11,086,093 10,313,119 10,880,185 9,746,165 Equity Capital: Stockholders' equity 1,050,469 822,691 1,011,288 803,557 Unrealized securities gains (losses) 43,088 5,792 40,446 31,727 -------------- ---------------- ---------------- ----------------- TOTAL EQUITY CAPITAL 1,093,557 828,483 1,051,734 835,284 -------------- ---------------- ---------------- ----------------- TOTAL LIABILITIES AND EQUITY CAPITAL $ 12,179,650 $ 11,141,602 $ 11,931,919 $ 10,581,449 ============== ================ ================ =================
For the Quarters Ended For the Twelve Months Ended ----------------------------------- --------------------------------------- December 31, December 31, ----------------------------------- --------------------------------------- STATEMENTS OF EARNINGS 2002 2001 2002 2001 -------------- ---------------- ---------------- ----------------- Interest revenue $ 143,756 $ 148,222 $ 574,913 $ 654,633 Interest expense 49,472 60,503 206,712 325,681 -------------- ---------------- ---------------- ----------------- Net interest revenue 94,284 87,719 368,201 328,952 Provision for loan losses 10,001 10,517 33,730 37,610 -------------- ---------------- ---------------- ----------------- Net interest revenue after provision for loan losses 84,283 77,202 334,471 291,342 Other operating revenue Brokerage and trading revenue 6,725 5,226 24,450 19,644 Transaction card revenue 13,973 11,489 53,552 44,481 Trust fees and commissions 9,813 9,740 40,092 40,567 Service charges and fees on deposit accounts 18,991 13,741 67,632 51,284 Mortgage banking revenue, net 14,943 14,923 48,910 50,155 Leasing revenue 826 915 3,330 3,745 Other revenue 4,431 5,578 20,276 20,087 -------------- ---------------- ---------------- ----------------- Total fees and commissions 69,702 61,612 258,242 229,963 Gain on sale of assets 30 18 1,157 557 Gain (loss) on sales of securities, net 10,342 (3,770) 58,704 30,640 Gain (loss) on derivatives 665 (3,300) 5,894 (4,062) -------------- ---------------- ---------------- ----------------- Total other operating revenue 80,739 54,560 323,997 257,098 Other operating expense Personnel 50,134 42,575 183,314 163,835 Business promotion 2,798 2,798 11,367 10,658 Professional fees and services 3,531 4,189 12,987 13,391 Net occupancy & equipment 11,130 10,637 42,347 42,764 Data processing & communications 13,459 10,486 47,251 40,013 FDIC and other insurance 513 388 1,903 1,717 Printing, postage and supplies 3,418 3,132 12,665 12,329 Net gains and operating expenses on repossessed assets 203 239 1,014 1,401 Amortization of intangible assets 2,002 5,014 7,638 20,113 Mortgage banking costs 14,488 9,512 42,271 30,261 Provision for impairment of mortgage servicing rights (1,615) (8,861) 45,923 15,551 Other expense 4,932 4,692 16,957 16,729 -------------- ---------------- ---------------- ----------------- Total other operating expense 104,993 84,801 425,637 368,762 Income before taxes 60,029 46,961 232,831 179,678 Federal and state income taxes 21,250 16,829 82,422 63,612 -------------- ---------------- ---------------- ----------------- Income before cumulative effect of a change in accounting principle, net of tax 38,779 30,132 150,409 116,066 Transition adjustment of adoption of FAS 133 - - - 236 -------------- ---------------- ---------------- ----------------- NET INCOME $ 38,779 $ 30,132 $ 150,409 $ 116,302 ============== ================ ================ =================
For the Quarters Ended For the Twelve Months Ended ----------------------------------- --------------------------------------- December 31, December 31, ----------------------------------- --------------------------------------- FINANCIAL DATA 2002 2001 2002 2001 -------------- ---------------- ---------------- ----------------- Capital: Average equity $ 1,051,734 $ 835,284 $ 935,853 $ 778,844 Period-end equity $ 1,093,557 $ 828,483 $ 1,093,557 $ 828,483 Risk-based capital ratios: Tier 1 9.04% 8.08% Total capital 12.03% 11.56% Leverage ratio 6.88% 6.38% Common stock: Book value per share $ 19.86 $ 15.71 ============== ================ Basic earnings per share $ 0.70 $ 0.56 $ 2.79 $ 2.18 ============== ================ ======================================= Diluted earnings per share $ 0.63 $ 0.50 $ 2.48 $ 1.95 ============== ================ ======================================= Proforma effect of FAS 142 and 147 implementation on diluted earnings per share in prior years - $ 0.53 - $ 2.06 ============== ================ ================ ================= Average shares outstanding: Basic 54,507,223 52,720,771 53,341,294 52,550,525 Diluted 61,904,650 59,995,980 60,636,863 59,724,364 Key ratios: Return on average assets 1.29% 1.13% 1.33% 1.14% Return on average equity 14.63% 14.31% 16.07% 14.93% Net interest margin 3.55% 3.72% 3.70% 3.66% Credit Quality: Nonperforming assets: Nonaccrual loans $ 49,855 $ 43,540 Real estate and other repossessed assets 6,719 7,141 Renegotiated loans - 27 -------------- ---------------- Total nonperforming assets $ 56,574 $ 50,708 ============== ================ 90-day past due and restructured loans $ 8,117 $ 8,108 ============== ================ Gross charge-offs $ 7,877 $ 5,960 $ 25,905 $ 25,248 Recoveries 1,356 1,297 4,976 4,588 -------------- ---------------- ---------------- ----------------- Net charge-offs (recoveries) $ 6,521 $ 4,663 $ 20,929 $ $ 20,660 ============== ================ ================ ================= Key ratios: Reserve for loan losses to period end loans (1) 1.72% 1.66% Nonperforming assets to period end loans (1) and repossessed assets 0.84% 0.83% Net charge-offs (annualized) to average loans (1) 0.39% 0.31% 0.33% 0.35% Reserve for loan losses to nonperforming loans 232.82% 233.90% (1) Excluding residential mortgage loans held for sale.
For the Quarters Ended For the Twelve Months Ended ---------------------------------- --------------------------------------- December 31, December 31, ---------------------------------- --------------------------------------- 2002 2001 2002 2001 -------------- ---------------- ---------------- ----------------- Other Data: Average earning assets $ 10,899,159 $ 9,557,206 $ 10,286,933 $ 9,201,031 Average total assets $ 11,931,919 $ 10,581,449 $ 11,290,525 $ 10,239,411 Average equity $ 1,051,734 $ 835,284 $ 935,853 $ 778,844 Average loans $ 6,761,498 $ 6,203,512 $ 6,401,510 $ 5,989,224 Loans held for sale (Period end) $ 133,421 $ 166,093 $ 133,421 $ 166,093 Loans held for sale (Average) $ 141,111 $ 121,693 $ 108,481 $ 91,089 Proforma net income with FAS 142 and 147 on prior years n/a $ 31,795 n/a $ 122,910 Tax equivalent adjustment $ 1,404 $ 1,802 $ 6,119 $ 8,045 Preferred stock dividends - BOKF $ 375 $ 375 $ 1,500 $ 1,500 Period end common shares O/S 55,066,629 52,731,791 55,066,629 52,731,791 Period end fully diluted shares 62,464,056 60,007,000 62,464,056 60,007,000 Number of days in period 92 92 365 365 Tangible Book Value per Share $ 16.27 $ 12.83 ============== ================ Mortgage Banking: Mortgage servicing portfolio $ 5,411,297 $ 6,276,101 Mortgage loan fundings during quarter $ 407,167 $ 359,685 Mortgage loan refinances to total fundings 72.86% 66.62% Trust Assets $ 17,141,301 $ 18,216,179
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