-----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, CJKv+KrwMhzQYVCH+c4H4hwVQ2+93YY1VFZyG3FPgHzBhpPJmU1xOgYWbRduHuEQ SKfaEGdp9j8+ggm01pt5Iw== 0000875357-04-000023.txt : 20040728 0000875357-04-000023.hdr.sgml : 20040728 20040727163106 ACCESSION NUMBER: 0000875357-04-000023 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040630 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040727 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: 04933659 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 form8k063004.txt FORM 8-K FOR 063004 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 27, 2004 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) 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 27, 2004, BOK Financial Corporation ("BOK Financial") issued a press release announcing its financial results for the second quarter ended June 30, 2004 ("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 27, 2004, 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, 2004 ("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 27, 2004, titled "BOK Financial Income Up 12% in Second Quarter - Net Interest Revenue, Credit Quality Fuel Earnings Growth" 99(b)Financial Information for the Three and Six Months Ended June 30, 2004 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 27, 2004 Exhibit Index Exhibit No. Description 99(a) Text of Press Release, dated July 27, 2004, titled "BOK Financial Income Up 12% in Second Quarter - Net Interest Revenue, Credit Quality Fuel Earnings Growth" 99(b) Financial Information for the Three and Six Months Ended June 30, 2004 EX-99 2 pr063004.txt (A) PRESS RELEASE NASDAQ: BOKF Steven Nell Chief Financial Officer BOK Financial Corp. (918) 588-6319 For Further Information Contact: Danny M. Boyd Corporate Communications Manager BOK Financial Corp. (918) 588-6348 BOK Financial Income Up 12% in Second Quarter Net Interest Revenue, Credit Quality Fuel Earnings Growth TULSA, Okla. (Tuesday, July 27, 2004) - Growth in net interest revenue and solid credit quality increased net income for the second quarter of 2004 by 12 percent at BOK Financial Corporation. The company reported net income of $45.5 million, or 68 cents per diluted share, for the second quarter compared with $40.8 million, or 61 cents per diluted share, for the second quarter of 2003. Prior-year earnings per share have been restated for a 3 percent dividend paid in common shares on May 31, 2004. "We are pleased to report double-digit growth in both net income and diluted earnings per share for the second quarter of 2004. Success for this quarter included our ability to grow earning assets while maintaining a high standard of credit quality," said President and CEO Stan Lybarger. "This growth came in spite of continued uncertain commercial loan demand and a reduction in outstanding energy lines. Our fee revenues continue to increase beyond the unprecedented results generated by mortgage banking last year. We also enjoyed the benefits of disciplined operating expense management and investments made to improve our operations." Mr. Lybarger continued, "BOK Financial is proud to be listed on the Keefe, Bruyette & Woods, Inc. Honor Roll for the second consecutive year. The Honor Roll acknowledges banking institutions that have reported annual increases in earning per share over the past decade. This is a significant accomplishment for the company and further evidence of the soundness of our business strategy." -more- Page 2-BOK Financial Earnings Net interest revenue increased $7.3 million, or 7 percent, due to a $873 million increase in average earning assets. Average loans increased $577 million, or 8 percent, and average securities increased $293 million, or 6 percent, compared with the second quarter of 2003. The growth in average earning assets was funded primarily by a $959 million increase in deposits, including a $547 million increase in demand deposits. Net interest margin remained stable at 3.46 percent compared with 3.48 percent in the second quarter of 2003 and 3.47 percent in the first quarter of 2004. Credit quality remained strong and led to a reduced provision for loan losses. The provision for loan losses fell 58 percent, to $4.0 million for the quarter. Net charge-offs totaled $4.9 million compared with $6.4 million last year. The allowance for loan losses was 1.73 percent of outstanding loans and 224 percent of non-performing loans at June 30, 2004, compared with 1.78 percent and 221 percent, respectively, at June 30, 2003. Non-performing loans totaled $57.6 million, or 0.77 percent, of loans at June 30, 2004, compared with $55.6 million, or 0.81 percent, a year ago. Fee and commission revenue rose $2.1 million, or 3 percent. Service charges on deposit accounts grew $4.3 million, or 22 percent, while transaction card revenue increased $2.8 million, or 20 percent. The growth in deposit service charges came primarily from consumer banking accounts, which increased fees by $2.7 million, compared with 2003. Additionally, trust fees increased $3.1 million, or 29 percent, including $1.8 million from the acquisition of Colorado State Bank and Trust ("CSBT") in the third quarter of 2003. The growth in revenue was partially offset by a $9.1 million decrease in mortgage banking revenue. Secondary marketing gains decreased $8.0 million as the volume of loans funded fell to $197 million, compared with $400 million last year. Mortgage servicing revenue decreased $1.1 million due to a 14 percent reduction in the outstanding balance of loans serviced for others. BOK Financial manages a portion of its securities portfolio as an economic hedge against changes in fair value of mortgage servicing rights ("MSRs"). During the second quarter of 2004, the company recorded a $10.9 million recovery of the provision for impairment of MSRs due to an increase in fair value. This recovery was offset by $10.1 million in losses on securities. During the second quarter of 2003, a provision for impairment of MSRs of $3.4 million was recorded, which reflected a decrease in fair value. -more- Page 3-BOK Financial Earnings This provision was offset by gains of $4.4 million on hedge securities. The company also recognized losses of $892,000 on the sale of securities not designated as economic hedges of MSRs during the second quarter of 2004. This compares to gains of $6.1 million realized on the sale of other securities in the second quarter of 2003. Operating expenses, excluding the provision for MSRs, increased 1 percent, or $976,000 compared with last year. This increase included $4.8 million of operating expenses for CSBT. Personnel costs increased $6.2 million, or 12 percent. Incentive compensation, which is directly related to revenue growth measured against defined targets, accounted for $3.7 million of the increase. The acquisition of CSBT increased personnel costs by $2.8 million. The increase in personnel costs were largely offset by a $7.0 million reduction in mortgage banking costs. Mortgage banking costs consist primarily of amortization of MSRs. This amortization decreased from last year as rising interest rates slowed loan prepayment speeds. Data processing expense increased $2.3 million, including $1.8 million directly related to the processing of bankcard transactions. Additionally, CSBT contributed $274,000 to the increase in data processing expense. Outstanding loan balances increased $25 million over the quarter and totaled $7.5 billion at June 30, 2004. Commercial loans increased $14 million as an $88 million increase in loans to the services sector of the portfolio was largely offset by net reductions in the energy, manufacturing and wholesale/retail sectors. Commercial real estate loans decreased $30 million, including a $14 million decrease in commercial construction loans and a $7 million decrease in multifamily loans. 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., Colorado State Bank and Trust, N.A., BOSC, Inc. and the TransFund electronic funds network. Shares of BOK Financial are traded on the NASDAQ under the symbol BOKF. For more information, visit our website at www.bokf.com. -more- Page 4-BOK Financial Earnings 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 judgments relating to, and discussion of the provision and allowance for credit losses involve judgments as to future events and are inherently forward-looking statements. Assessments that BOK Financial'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 BOK Financial 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 expected, 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 BOK Financial 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 clarity forward-looking statements, whether as a result of new information, future events or otherwise. EX-99 3 fs063004.txt (B) FINANCIAL INFORMATION BOK FINANCIAL CORPORATION EXHIBIT 99 (b) (In thousands, except ratio and per share data) Period End Balances Average Balances ----------------------------------- ------------------------------- June 30, Quarter Ended June 30, ----------------------------------- ------------------------------- BALANCE SHEETS 2004 2003 2004 2003 -------------- ---------------- ------------- --------------- ASSETS Cash and due from banks $ 574,549 $ 718,497 $ 507,731 $ 441,063 Trading securities 15,133 38,143 23,513 12,207 Funds sold 148,035 10,395 16,284 16,669 Securities: Available for sale 4,572,027 5,000,436 4,667,580 4,381,671 Held for investment 205,933 192,185 200,160 192,970 -------------- ---------------- ------------- --------------- Total securities 4,777,960 5,192,621 4,867,740 4,574,641 Loans: Commercial 4,333,701 4,089,988 4,347,041 4,048,702 Commercial real estate 1,589,542 1,463,851 1,594,192 1,448,554 Residential mortgage 1,159,433 1,066,210 1,163,186 1,055,395 Consumer 442,424 422,839 443,838 418,254 --------------- --------------- -------------- ---------------- Total loans 7,525,100 7,042,888 7,548,257 6,970,905 Less allowance for loan losses (128,905) (122,772) (131,310) (123,095) --------------- --------------- -------------- ---------------- Total loans, net 7,396,195 6,920,116 7,416,947 6,847,810 Premises and equipment, net 173,798 160,474 173,184 156,740 Accrued revenue receivable 76,422 66,689 65,789 62,493 Intangible assets, net 246,539 194,478 247,667 195,351 Mortgage servicing rights, net 53,000 31,141 50,173 31,873 Real estate and other repossessed assets 4,776 5,713 5,876 5,848 Receivable on unsettled security transactions 8,018 - - - Bankers' acceptances 18,783 33,857 21,713 35,868 Derivative contracts 294,900 142,605 285,311 166,850 Other assets 199,888 116,527 172,397 111,604 -------------- ---------------- ------------- --------------- TOTAL ASSETS $ 13,987,996 $ 13,631,256 $ 13,854,325 $ 12,659,017 ============== ================ ============= =============== LIABILITIES AND SHAREHOLDERS' EQUITY Deposits: Demand $ 1,877,492 $ 1,746,666 $ 1,799,249 $ 1,252,076 Interest-bearing transaction 3,892,166 3,435,287 3,859,706 3,523,932 Savings 169,826 169,540 173,566 172,258 Time deposits 3,670,825 3,339,689 3,565,324 3,491,055 -------------- ---------------- ------------- --------------- Total deposits 9,610,309 8,691,182 9,397,845 8,439,321 Federal funds purchased and repurchase agreements 1,497,685 1,723,711 1,565,922 1,515,597 Other borrowed funds 1,016,327 1,057,476 1,009,871 1,053,573 Subordinated debentures 151,538 154,977 152,799 155,078 Accrued interest, taxes, and expenses 49,692 65,316 59,740 63,200 Due on unsettled security transactions - 518,782 733 16,924 Bankers' acceptances 18,783 33,857 21,713 35,868 Derivative contracts 307,102 136,485 292,019 158,382 Other liabilities 77,485 64,280 78,575 58,056 -------------- ---------------- ------------- --------------- TOTAL LIABILITIES 12,728,921 12,446,066 12,579,217 11,495,999 Shareholders' Equity: Shareholders' equity 1,307,039 1,141,677 1,277,036 1,117,061 Unrealized securities gains (47,964) 43,513 (1,928) 45,957 -------------- ---------------- ------------- --------------- TOTAL SHAREHOLDERS' EQUITY 1,259,075 1,185,190 1,275,108 1,163,018 -------------- ---------------- ------------- --------------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 13,987,996 $ 13,631,256 $ 13,854,325 $ 12,659,017 ============== ================ ============= ===============
For the Quarter Ended For the Six Months Ended ----------------------------------- ------------------------------- June 30, June 30, ----------------------------------- ------------------------------- STATEMENTS OF EARNINGS 2004 2003 2004 2003 -------------- ---------------- ------------- --------------- Interest revenue $ 147,349 $ 141,534 $ 293,355 $ 283,486 Interest expense 42,160 43,597 84,959 89,728 -------------- ---------------- ------------- --------------- Net interest revenue 105,189 97,937 208,396 193,758 Provision for loan losses 3,987 9,503 11,014 19,415 -------------- ---------------- ------------- --------------- Net interest revenue after provision for loan losses 101,202 88,434 197,382 174,343 Other operating revenue Brokerage and trading revenue 11,166 10,459 21,177 19,673 Transaction card revenue 16,817 14,059 31,541 26,735 Trust fees and commissions 13,939 10,845 27,648 21,025 Service charges and fees on deposit accounts 23,928 19,606 46,083 38,590 Mortgage banking revenue, net 7,555 16,609 15,299 32,144 Leasing revenue 860 795 1,747 1,654 Other revenue 5,774 5,555 12,398 10,215 -------------- ---------------- ------------- --------------- Total fees and commissions 80,039 77,928 155,893 150,036 Gain on sale of other assets 35 8 719 738 Gain (loss) on sales of securities, net (11,005) 10,457 (6,728) 20,146 Gain (loss) on derivatives 201 (1,111) (794) (2,407) -------------- ---------------- ------------- --------------- Total other operating revenue 69,270 87,282 149,090 168,513 Other operating expense Personnel 59,810 53,584 118,019 107,368 Business promotion 3,831 2,781 7,181 6,252 Contribution of stock to BOk Charitable Foundation - - 4,125 - Professional fees and services 3,994 5,404 7,893 9,169 Net occupancy and equipment 11,732 11,240 23,583 22,301 Data processing and communications 15,270 12,940 29,911 24,660 FDIC and other insurance 667 530 1,271 1,046 Printing, postage and supplies 3,130 3,523 6,447 6,882 Net (gains) losses and operating expenses on repossessed assets (169) 335 (55) 343 Amortization of intangible assets 2,121 1,777 4,259 3,554 Mortgage banking costs 4,433 11,481 10,276 25,923 Provision (recovery) for impairment of mortgage servicing rights (10,865) 3,353 (7,162) (4,477) Other expense 5,038 5,286 9,692 8,678 -------------- ---------------- ------------- --------------- Total other operating expense 98,992 112,234 215,440 211,699 Income before taxes 71,480 63,482 131,032 131,157 Federal and state income taxes 25,947 22,707 46,347 46,915 -------------- ---------------- ------------- --------------- Net Income $ 45,533 $ 40,775 $ 84,685 $ 84,242 ============== ================ ============= ===============
For the Quarter Ended For the Six Months Ended ----------------------------------- ------------------------------- June 30, June 30, ----------------------------------- ------------------------------- FINANCIAL DATA 2004 2003 2004 2003 -------------- ---------------- ------------- --------------- Capital: Average equity $ 1,275,108 $ 1,163,018 $ 1,262,988 $ 1,139,671 Period-end equity $ 1,259,075 $ 1,185,190 $ 1,259,075 $ 1,185,190 Risk-based capital ratios: Tier 1 9.79% 9.32% Total capital 11.90% 11.85% Leverage ratio 7.52% 7.21% Common stock: Book value per share $ 21.03 $ 19.92 $ 21.03 $ 19.92 ============== ================ ============= =============== Basic earnings per share $ 0.76 $ 0.69 $ 1.42 $ 1.43 ============== ================ ============= =============== Diluted earnings per share $ 0.68 $ 0.61 $ 1.27 $ 1.27 ============== ================ ============= =============== Period end common shares outstanding 59,163,047 58,743,260 59,163,047 58,743,260 Average shares outstanding: Basic 59,146,624 58,647,952 59,098,913 58,587,197 Diluted 66,719,734 66,506,486 66,688,766 66,434,786 Key ratios: Return on average assets 1.32% 1.29% 1.24% 1.36% Return on average equity 14.36% 14.06% 13.48% 14.91% Net interest margin 3.46% 3.48% 3.46% 3.53% Credit Quality: Nonperforming assets: Nonaccrual loans $ 57,610 $ 55,619 Real estate and other repossessed assets 4,776 5,713 -------------- ---------------- Total nonperforming assets $ 62,386 $ 61,332 ============== ================ 90-day past due $ 10,280 $ 6,996 ============== ================ Gross charge-offs $ 6,672 $ 7,719 $ 14,634 $ 15,770 Recoveries 1,752 1,289 3,886 3,057 -------------- ---------------- ------------- --------------- Net charge-offs (recoveries) $ 4,920 $ 6,430 $ 10,748 $ 12,713 ============== ================ ============= =============== Key ratios: Reserve for loan losses to period end loans (A) 1.73% 1.78% Nonperforming assets to period end loans (A) and repossessed assets 0.84% 0.89% Net charge-offs (annualized) to average loans (A) 0.26% 0.38% 0.29% 0.38% Reserve for loan losses to nonperforming loans 223.75% 220.74% (A) Excluding residential mortgage loans held for sal
For the Quarter Ended For the Six Months Ended ----------------------------------- ------------------------------- June 30, June 30, ----------------------------------- ------------------------------- 2004 2003 2004 2003 -------------- ---------------- ------------- --------------- Other Data: Average earning assets, net of unsettled security transactions $ 12,337,278 $ 11,434,403 $ 12,229,208 $ 11,225,120 Average total assets $ 13,854,325 $ 12,659,017 $ 13,703,162 $ 12,467,323 Average equity $ 1,275,108 $ 1,163,018 $ 1,262,988 $ 1,139,671 Average loans $ 7,548,257 $ 6,970,905 $ 7,521,485 $ 6,960,069 Loans held for sale (Period end) $ 79,034 $ 144,890 $ 79,034 $ 144,890 Loans held for sale (Average) $ 97,348 $ 132,922 $ 84,718 $ 127,614 Tax equivalent adjustment $ 1,089 $ 1,327 $ 2,286 $ 2,730 Preferred stock dividends - BOKF $ 375 $ 375 $ 750 $ 750 Period end common shares O/S 59,163,047 58,743,260 59,163,047 58,743,260 Period end fully diluted shares 66,736,157 66,601,794 66,736,157 66,601,794 Number of days in period 91 91 182 181 Tangible Book Value per Common Share $ 16.86 $ 16.61 $ 17.11 $ 16.22 ============== ================ ============= =============== Stock Buy Back Program: Stock buy back # shares - - - - Stock buy back account $ - $ - $ - $ - -------------- ---------------- ------------- --------------- Average price per share $ - $ - $ - $ - ============== ================ ============= =============== Mortgage Banking: Mortgage servicing portfolio $ 4,127,875 $ 4,803,824 Mortgage loan fundings during quarter $ 197,150 $ 399,928 $ 356,791 $ 731,353 Mortgage loan refinances to total fundings 36.78% 68.70% 39.47% 71.27% Trust Assets: Total trust assets $ 22,938,606 $ 17,232,446
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