-----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, KFBmrcxkWWOoPbVSBL1RyaJ9KdTi4Cr8P+Qm4b9DxzlprR02RkgvgEunorUiS7U+ L4Tx/fOCU1w/hrHdtZgcMA== 0000875357-03-000023.txt : 20030716 0000875357-03-000023.hdr.sgml : 20030716 20030716153023 ACCESSION NUMBER: 0000875357-03-000023 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20030630 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030716 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: 03789281 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 form8k063003.txt FORM 8-K FOR 6/30/03 EARNINGS RELEASE ------------------------------------------------------------------------------ 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): July 16, 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 and Regulation FD Disclosure. On July 16, 2003, BOK Financial Corporation ("BOK Financial") issued a press release announcing its financial results for the second quarter ended June 30, 2003 ("Press Release"). The full text of the Press Release is attached as Exhibit 99(a) to this report and is incorporated herein by reference. On July 16, 2003, in connection with BOK Financial's issuance of the Press Release, BOK Financial released financial information related to the three and six months ended June 30, 2003 ("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 herein by reference. ITEM 7. Financial Statements and Exhibits. (c) Exhibits 99(a) Text of Press Release, dated July 16, 2003, titled "Non-Interest Revenue Bolsters Solid Second Quarter at BOK Financial" 99(b) Financial Information for the Three and Six Months Ended June 30, 2003 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: July 16, 2003 Exhibit Index Exhibit No. Description 99(a) Text of Press Release, dated July 16, 2003, titled "Non-Interest Revenue Bolsters Solid Second Quarter at BOK Financial" 99(b) Financial Information for the Three and Six Months Ended June 30, 2003 EX-99 3 pr063003.txt (A) PRESS RELEASE NASDAQ: BOKF For Further Information Contact: Steven Nell Chief Financial Officer (918) 588-6319 Danny M. Boyd Corporate Communications Manager (918) 588-6348 Non-Interest Revenue Bolsters Solid Second Quarter at BOK Financial TULSA, Okla. (Wednesday, July 16, 2003)--Non-interest revenue continues to contribute to solid earnings growth at BOK Financial Corporation, which reported a 20 percent increase in second quarter net income. BOK Financial reported net income of $41.5 million for the second quarter 2003 compared with $34.6 million for the same quarter the previous year. Earnings per diluted share were 64 cents, up 14 percent from the second quarter of 2002. "We continue to benefit from our strategy of developing and growing a variety of sources of non-interest revenue," said President and CEO Stan Lybarger. "This approach enables us to succeed through economic cycles in which loan growth has moderated." Non-interest revenue from fees and commissions rose 24 percent compared with the second quarter of 2002. Leading the growth was a $5.8 million, or 54 percent, increase in mortgage banking revenue. Additionally, brokerage and trading revenue grew $3.7 million, or 59 percent, due primarily to increased sales of fixed income securities to institutional customers. Service charges and fees on deposit accounts increased $3.2 million, or 20 percent. Record low interest rates continue to generate high levels of mortgage loan activity. Mortgage banking revenue grew as secondary marketing gains totaled $11.0 million during the second quarter of 2003 compared with $3.6 million in 2002. Total mortgage loans funded during each of these periods were $400 million and $185 million. The growth in secondary marketing revenue was partially offset by a $1.6 million decrease in servicing revenue. The outstanding principal balance of mortgage loans serviced decreased to $4.8 billion at June 30, 2003, compared to $6.1 billion at June 30, 2002. Amortization expense related to mortgage servicing rights (MSR) was $10.1 million for the quarter compared with $6.3 million for the second quarter of 2002. However, provisions for the impairment of MSR were $3.4 million compared with a $23.8 million provision for the second quarter of 2002. Gains on the sales of securities held as an economic hedge against impairment of MSR totaled $4.4 million compared to $11.5 million in the second quarter of 2002. The company continues its strategy of mitigating the impact of the high volume of mortgage prepayments on the securities portfolio by continuing to favor securities with less prepayment risk coupled with acceptable extension risk. Net gains from sales of securities, excluding securities held as an MSR hedge, totaled $6.1 million compared with $10.1 million for the second quarter of 2002. Net interest revenue rose 8 percent to $97.6 million before provisions for loan losses. Declining interest rates continue to moderate the net effect of growth in average earning assets. Net interest margin was 3.47 percent for the second quarter of 2003 compared with 3.77 percent for the same period the previous year. Total assets rose to $13.6 billion at June 30, 2003, compared with $11.2 billion a year earlier. The securities portfolio grew 33 percent over the past year. These investments were made to reduce the company's overall interest rate risk. Deposit growth and a moderation in loan demand funded these investments. Total loans were $7 billion at the end of the quarter, up 12 percent over June 30, 2002. Commercial loans and mortgage loans provided the growth. "While loan growth has slowed, our commercial lenders continue to seek solid opportunities in each of our markets," Lybarger said. "The quality of our loan portfolio is in line with expectations based on the current soft economy." Nonperforming assets to period end loans were .89 percent and net charge-offs to average loans were .38 percent compared with .72 percent and .30 percent, respectively, for the second quarter of 2002. The provision for loan losses increased to $9.5 million compared with $6.8 million for the second quarter of 2002. The allowance for loan losses was 1.78 percent of outstanding loans and 221 percent of nonperforming loans at June 30, 2003, compared with 1.73 percent and 282 percent, respectively, at June 30, 2002. Deposits were $8.7 billion at June 30, 2003, up 21 percent from the second quarter of 2002. Demand deposit and interest-bearing transaction accounts provided most of the growth. Total operating expenses declined $2.0 million due primarily to a $16.5 million reduction in MSR impairment and amortization expenses. Personnel expenses increased $7.5 million due to growth in incentive compensation, which is directly related to revenue growth, and employee medical costs. Data processing expense rose $2.8 million, due to growth in transaction volumes and an upgrade in core processing systems that is in process. As previously announced, BOK Financial entered into a definitive agreement to acquire Colorado Funding Company and its wholly owned subsidiary, Colorado State Bank and Trust. Colorado State Bank and Trust has assets of $316 million and four full-service Denver locations. The Colorado bank is also responsible for more than $1.6 billion in trust assets. BOK Financial is a regional financial services company that provides commercial and consumer banking, investment and trust services, mortgage origination and servicing and an electronic funds transfer network. Holdings include Bank of Albuquerque, N.A., Bank of Arkansas, N.A., Bank of Oklahoma, N.A., Bank of Texas, 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 fs063003.txt (B) FINANCIAL INFORMATION BOK FINANCIAL CORPORATION (In thousands, except ratio and per share data) Period End Balances Average Balances ------------------------------------- ------------------------------------ June 30, Quarter Ended June 30, ------------------------------------- ------------------------------------ BALANCE SHEETS 2003 2002 2003 2002 ---------------- ---------------- ---------------- ----------------- ASSETS Cash and due from banks $ 718,497 $ 495,186 $ 441,063 $ 413,746 Trading securities 38,143 35,648 12,207 19,989 Funds sold 10,395 39,750 16,669 17,148 Securities: Available for sale 4,936,363 3,646,708 4,360,313 3,695,376 Held for investment 192,185 197,324 192,970 219,974 ---------------- ---------------- ---------------- ----------------- Total securities 5,128,548 3,844,032 4,553,283 3,915,350 Loans: Commercial 4,089,988 3,657,571 4,048,702 3,606,220 Commercial real estate 1,463,851 1,362,699 1,448,554 1,343,384 Residential mortgage 1,066,210 878,546 1,055,395 866,539 Consumer 422,839 414,571 418,254 408,991 ---------------- ---------------- ---------------- ----------------- Total loans 7,042,888 6,313,387 6,970,905 6,225,134 Less allowance for loan losses (122,772) (108,084) (123,095) (109,366) ---------------- ---------------- ---------------- ----------------- Total loans, net 6,920,116 6,205,303 6,847,810 6,115,768 Premises and equipment, net 160,474 139,187 156,740 139,055 Accrued revenue receivable 66,689 60,139 62,493 62,772 Intangible assets, net 194,478 147,807 195,351 148,313 Mortgage servicing rights, net 31,141 77,202 31,873 91,655 Real estate and other repossessed assets 5,713 6,630 5,848 7,519 Receivable on unsettled security transactions - - 4,434 - Bankers' acceptances 33,857 23,431 35,868 19,769 Derivative contracts 142,605 48,202 166,850 50,188 Other assets 114,217 69,800 111,604 72,903 ---------------- ---------------- ---------------- ----------------- TOTAL ASSETS $ 13,564,873 $ 11,192,317 $ 12,642,093 $ 11,074,175 ================ ================ ================ ================= LIABILITIES AND EQUITY CAPITAL Deposits: Demand $ 1,746,666 $ 1,236,014 $ 1,252,076 $ 1,129,412 Interest-bearing transaction 3,435,287 2,704,482 3,523,932 2,740,454 Savings 169,540 164,119 172,258 165,496 Time deposits 3,339,689 3,077,631 3,491,055 2,969,488 ---------------- ---------------- ---------------- ----------------- Total deposits 8,691,182 7,182,246 8,439,321 7,004,850 Federal funds purchased and repurchase agreements 1,723,711 1,355,477 1,515,597 1,485,816 Other borrowed funds 1,057,476 890,370 1,053,573 1,032,685 Subordinated debentures 154,977 185,860 155,078 185,968 Accrued interest, taxes, and expenses 65,316 71,673 63,200 61,115 Due on unsettled security transactions 460,514 469,423 - 300,517 Bankers' acceptances 33,857 23,431 35,868 19,769 Derivative contracts 136,485 44,412 158,382 53,140 Other liabilities 59,744 43,980 58,056 42,627 ---------------- ---------------- ---------------- ----------------- TOTAL LIABILITIES 12,383,262 10,266,872 11,479,075 10,186,487 Equity Capital: Stockholders' equity 1,138,098 891,585 1,117,061 870,691 Unrealized securities gains (losses) 43,513 33,860 45,957 16,997 ---------------- ---------------- ---------------- ----------------- TOTAL EQUITY CAPITAL 1,181,611 925,445 1,163,018 887,688 ---------------- ---------------- ---------------- ---------------- TOTAL LIABILITIES AND EQUITY CAPITAL $ 13,564,873 $ 11,192,317 $ 12,642,093 $ 11,074,175 ================ ================ ================ ================
For the Quarters Ended For the Six Months Ended ------------------------------------- ------------------------------------ June 30, June 30, ------------------------------------- ------------------------------------ STATEMENTS OF EARNINGS 2003 2002 2003 2002 ---------------- ---------------- ---------------- ----------------- Interest revenue $ 141,534 $ 142,997 $ 283,486 $ 286,727 Interest expense 43,967 52,716 90,408 105,379 ---------------- ---------------- ---------------- ----------------- Net interest revenue 97,567 90,281 193,078 181,348 Provision for loan losses 9,503 6,834 19,415 15,700 ---------------- ---------------- ---------------- ---------------- Net interest revenue after provision for loan losses 88,064 83,447 173,663 165,648 Other operating revenue Brokerage and trading revenue 10,032 6,299 18,711 12,366 Transaction card revenue 15,138 13,439 28,737 25,925 Trust fees and commissions 10,845 10,300 21,025 20,674 Service charges and fees on deposit accounts 19,606 16,391 38,590 30,246 Mortgage banking revenue, net 16,609 10,759 32,144 21,411 Leasing revenue 795 822 1,654 1,714 Other revenue 5,992 5,698 10,993 10,740 ---------------- ---------------- ---------------- ---------------- Total fees and commissions 79,017 63,708 151,854 123,076 Gain on sale of other assets 8 7 738 683 Gain (loss) on sales of securities, net 10,457 21,602 20,146 14,021 Gain (loss) on derivatives (1,121) (1,453) (2,223) (1,989) ---------------- ---------------- ---------------- ----------------- Total other operating revenue 88,361 83,864 170,515 135,791 Other operating expense Personnel 52,429 44,885 105,061 88,217 Business promotion 2,781 3,208 6,252 6,086 Professional fees and services 5,404 3,732 9,169 6,640 Net occupancy & equipment 11,240 10,299 22,301 20,639 Data processing & communications 14,019 11,216 26,662 21,654 FDIC and other insurance 530 483 1,046 922 Printing, postage and supplies 3,523 3,018 6,882 6,075 Net (gains) losses and operating expenses on repossessed assets 335 656 343 703 Amortization of intangible assets 1,777 1,882 3,554 3,769 Mortgage banking costs 11,481 7,791 25,923 16,148 Provision (recovery) for impairment of mortgage servicing rights 3,353 23,774 (4,477) 18,496 Other expense 4,916 2,854 7,998 7,600 ---------------- ---------------- ---------------- ----------------- Total other operating expense 111,788 113,798 210,714 196,949 Income before taxes 64,637 53,513 133,464 104,490 Federal and state income taxes 23,140 18,944 47,780 36,989 ---------------- ---------------- ---------------- ----------------- Net Income $ 41,497 $ 34,569 $ 85,684 $ 67,501 ================ ================ ================ =================
For the Quarters Ended For the Six Months Ended ------------------------------------- ------------------------------------ June 30, June 30, ------------------------------------- ------------------------------------ FINANCIAL DATA 2003 2002 2003 2002 ---------------- ---------------- ---------------- ----------------- Capital: Average equity $ 1,163,018 $ 887,688 $ 1,139,671 $ 870,625 Period-end equity $ 1,181,611 $ 925,445 $ 1,181,611 $ 925,445 Risk-based capital ratios: Tier 1 9.32% 8.69% Total capital 11.85% 12.12% Leverage ratio 7.21% 6.78% Common stock: Book value per share $ 20.46 $ 16.69 $ 20.46 $ 16.69 ================ ================ ================ ================= Basic earnings per share $ 0.72 $ 0.63 $ 1.49 $ 1.22 ================ ================ ================ ================= Diluted earnings per share $ 0.64 $ 0.56 $ 1.33 $ 1.09 ================ ================ ================ ================= Period end common shares outstanding 57,032,291 54,566,660 57,032,291 54,566,660 Average shares outstanding: Basic 56,939,759 54,573,079 56,880,774 54,522,612 Diluted 64,569,404 62,111,878 64,499,792 62,016,881 Key ratios: Return on average assets 1.32% 1.25% 1.39% 1.24% Return on average equity 14.31% 15.62% 15.16% 15.63% Net interest margin 3.47% 3.77% 3.52% 3.82% Credit Quality: Nonperforming assets: Nonaccrual loans $ 55,619 $ 38,282 Real estate and other repossessed assets 5,713 6,630 ---------------- ---------------- Total nonperforming assets $ 61,332 $ 44,912 ================ ================ 90-day past due $ 6,996 $ 12,215 ================ ================ Gross charge-offs $ 7,719 $ 5,647 $ 15,770 $ 11,903 Recoveries 1,289 997 3,057 2,382 ---------------- ---------------- ---------------- ----------------- Net charge-offs (recoveries) $ 6,430 $ 4,650 $ 12,713 $ 9,521 ================ ================ ================ ================= Key ratios: Reserve for loan losses to period end loans (A) 1.78% 1.73% Nonperforming assets to period end loans (A) and repossessed assets 0.89% 0.72% Net charge-offs (annualized) to average loans (A) 0.38% 0.30% 0.37% 0.31% Reserve for loan losses to nonperforming loans 220.74% 282.34% (A) Excluding residential mortgage loans held for sale.
For the Quarters Ended For the Six Months Ended ------------------------------------- ------------------------------------ June 30, June 30, ------------------------------------- ------------------------------------ 2003 2002 2003 2002 ---------------- ---------------- ---------------- ----------------- Other Data: Average earning assets $ 11,429,969 $ 10,068,255 $ 11,286,142 $ 9,980,715 Average total assets $ 12,642,093 $ 11,074,175 $ 12,467,323 $ 10,982,434 Average equity $ 1,163,018 $ 887,688 $ 1,139,671 $ 870,625 Average loans $ 6,970,905 $ 6,225,134 $ 6,960,069 $ 6,194,769 Loans held for sale (Period end) $ 144,890 $ 82,715 $ 144,890 $ 82,715 Loans held for sale (Average) $ 132,922 $ 71,774 $ 127,614 $ 97,072 Tax equivalent adjustment $ 1,327 $ 1,632 $ 2,730 $ 3,328 Preferred stock dividends - BOKF $ 375 $ 375 $ 750 $ 750 Period end common shares O/S 57,032,291 54,566,660 57,032,291 54,566,660 Period end fully diluted shares 64,661,936 62,105,459 64,661,936 62,105,459 Number of days in period 91 91 181 181 Tangible Book Value per Common Share $ 17.05 $ 13.98 $ 16.70 $ 13.28 ================ ================ ================ ================= Stock Buy Back Program: Stock buy back # shares - - - - Stock buy back account $ - $ - $ - $ - ---------------- ---------------- ---------------- ----------------- Average price per share $ - $ - $ - $ - ================ ================ ================ ================= Mortgage Banking: Mortgage servicing portfolio $ 4,803,824 $ 6,054,792 Mortgage loan fundings during quarter $ 399,928 $ 185,369 $ 731,353 $ 393,048 Mortgage loan refinances to total fundings 68.70% 29.62% 71.27% 41.05% Trust Assets: Total trust assets $ 18,561,763 $ 17,925,151
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