Form 10-Q
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934 FOR THE
TRANSITION PERIOD FROM OCTOBER 1,1996 TO DECEMBER 31, 1996
1St Bergen Bancorp
- --------------------------------------------------------------------------------
(Exact name of registrant as specific in its charter)
New Jersey 22-3409845
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State or other juridiction of Incorporation IRS Employer
or Organization Identification No.
250 Valley Boulevard, Wood-Ridge, NJ 07075
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Address of Principal Executive Offices
(201) 939-3400
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Registrant's Telephone No.
Not Applicable
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Former Name, Address, and Fiscal year, if changed since last report
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) had been subject to such filing
requirements for the past 90 days.
Yes (X) No ( )
Indicate the number of share outstanding of each of the issuer's classes of
common stock, as of the latest practible date.
Class Outstanding at December
- ----------------- -----------------------
Common Stock 3,015,300 shares
<PAGE>
1ST BERGEN BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(DOLLARS IN THOUSANDS)
DECEMBER 31, SEPTEMBER 30,
1996 1996
(UNAUDITED)
------------- -------------
ASSETS:
Cash and due from banks $ 5,231 $ 1,804
Interest-bearing deposits in other banks 2,500 2,150
-------- --------
Total Cash and cash equivalents 7,731 3,954
Investment securities held to maturity 33,136 42,385
MBS securities held to maturity 51,769 53,829
Investment securities available for sale 19,604 19,449
MBS securities available for sale 2,817 2,835
Loans receivable 123,825 118,506
Premises and equipment 2,699 2,702
Real estate owned 537 713
FHLB stock 1,487 1,487
Accrued interest and dividends receivable 1,466 1,399
Deferred income taxes 1,817 1,842
Other assets 185 675
-------- --------
TOTAL ASSETS $247,073 $249,776
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES:
Deposits $204,154 $204,500
Escrow 932 899
Accrued income taxes 592 229
Other liabilities 160 1,507
-------- --------
TOTAL LIABILITIES 205,838 207,135
TOTAL STOCKHOLDERS' EQUITY 41,235 42,641
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $247,073 $249,776
======== ========
See accompanying notes to consolidated financial statements
<PAGE>
1ST BERGEN BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
(DOLLARS IN THOUSANDS)
THREE MONTHS ENDED
DECEMBER 31,
------------------
1996 1995
------- -------
INTEREST INCOME
Interest on loans $ 2,591 $ 2,522
Interest on mortgage-backed securities-HTM 842 720
Interest on mortgage-backed securities-AFS 44 0
Interest on investment securities held to maturity 714 635
Interest on securities available for sale 304 99
------- -------
Total interest income 4,495 3,976
INTEREST EXPENSE
Deposits 2,220 2,358
------- -------
Total interest expense 2,220 2,358
NET INTEREST INCOME 2,275 1,618
Provision for loan losses 125 60
------- -------
NET INTEREST INCOME AFTER PROVISION
FOR LOAN LOSSES 2,150 1,558
NON-INTEREST INCOME:
Loan fees and service charges 47 49
Annuity Commissions 6 0
Other income 4 2
------- -------
Total other income 57 51
NON-INTEREST EXPENSE:
Compensation and employee benefits 686 591
Commission expense 1 0
Occupancy expense 70 62
Equipment 106 96
Advertising 55 53
Loss on sale of securities 0 412
Federal deposit insurance premiums 98 115
Net loss from real estate owned 50 107
Insurance and bond premiums 28 26
Other 373 190
------- -------
Total non-interest expense 1,467 1,652
Income (loss) before income taxes 740 (43)
Federal and state tax expense (benefit) 278 (14)
------- -------
Net Income (loss) $ 462 $ (29)
======= =======
See accompanying notes to consolidated financial statementS
<PAGE>
1ST BERGEN BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE THREE MONTHS ENDED DECEMBER 31, 1996 AND 1995
(IN THOUSANDS)
<TABLE>
<CAPTION>
DECEMBER 31
--------------------
1996 1995
-------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 462 $ (29)
Adjustments to reconcile net income to net cash provided
by operating activities
Provision for loan loss 125 60
Net gain on sales of real estate owned (2) (9)
Depreciation of premises and equipment 45 41
Net accretion of premiums and amortization of discounts (12) (8)
Net loss on sales of securities available for sale 0 412
Net loss on sale of loans 580 --
Net increase in deferred loan fees 2 23
Decrease (increase) in interest and dividends receivable (67) 122
Increase in other assets 490 (375)
Increase in other liabilities (1,347) (31)
Increase in deferred income taxes 14 (284)
Increase in income taxes payable 363 271
-------- --------
Net cash provided by operating activities $ 653 $ 193
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Net decrease (increase) in loans receivable $(3,496) $ 3,497
Purchases of investment securities held to maturity -- (9,843)
Proceeds from sales of real estate owned 102 79
Purchases of mortgage-backed securities held to maturity 0 (13,098)
Investment securities held to maturity called 9,000 3,000
Principle payments on investment securities held to maturity 250 --
Principle payments on mortgage-backed securities held to maturity 2,048 2,361
Proceeds from sales of securities available for sale -- 18,589
Proceeds from sale of loans 675 --
Principle payments on mortgage-backed securities - AFS 18 --
Purchases of premises and equipment (42) (13)
Purchases of loans (3,129) --
-------- --------
Net cash provided by investing activities $ 5,426 $ 4,572
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase (decrease) in deposits $ (346) $ 1,376
Purchase of treasury stock (1,894) --
Net increase (decrease) in advances by borrowers (taxes&insurance) 33 (229)
Dividends paid (95) --
-------- --------
Net cash (used in) provided by financing activities (2,302) 1,147
Net increase (decrease) in cash and cash equivalents 3,777 5,912
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD 3,954 9,215
-------- --------
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD $ 7,731 $ 15,127
======== ========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest 2,218 2,353
Income taxes -- --
Non-cash investing and financing activities:
Transfer of loans to real estate owned $ 76 $ 925
Transfer of investments held to maturity to securities
available for sale -- $ 19,000
</TABLE>
See accompanying notes to consolidated financial statements
<PAGE>
1ST BERGEN BANCORP AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF FINANCIAL STATEMENT PRESENTATION
The Consolidated Financial Statements include the accounts of 1st Bergen
Bancorp, (the Company) and its wholly owned subsidiary South Bergen
Savings Bank, (the Bank), and the Bank's wholly owned subsidiary South
Bergen Financial Services, Inc. All significant intercompany balances and
transactions have been eliminated in consolidation. The Bank provides a
full range of banking services to individuals and corporate customers
through its branch system consisting of two offices in Bergen County and
one in Passaic County. Offices in Morris and Monmouth counties are
scheduled to open in March and April, respectively. The Bank is subject to
competition from other financial institutions and to the regulations of
certain regulatory agencies and undergoes periodic examinations by those
regulatory authorities.
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles
("GAAP") for interim financial information and in conformity with the
instructions to form 10Q and Article 10 of Regulations S-X for the Company
and its subsidiary.
In the opinion of management, all adjustments (consisting of only normal
recurring adjustments) necessary to present fairly the financial
condition, results of operations, and changes in cash flows have been made
at and for the three month period ended December 31, 1996.
2. ORGANIZATION OF THE HOLDING COMPANY AND CONVERSION TO STOCK FORM OF
OWNERSHIP
On November 28, 1995, 1st Bergen Bancorp (the Holding Company) was
organized for the purpose of acquiring all of the capital stock of the
Bank to be issued in the Bank's conversion from the mutual to stock form
of ownership. On March 29, 1996, the Company completed an initial public
offering. The offering resulted in the sale of 3,174,000 shares of common
stock including the sale of 253,920 shares to the Bank's tax qualified
Employee Stock Ownership Plan (the ESOP).
In connection with the conversion from a mutual to a capital stock form,
the Company established the ESOP for the benefit of the employees of the
Company and the Bank. The ESOP purchased 253,920 shares, or 8% of the
total stock sold in the subscription, for $2,539,200 which was financed by
a loan from the Company.
The ESOP was effective upon completion of the conversion. Full time
employees of the Company or the Bank who have been credited with at least
1000 hours of service during a twelve month period and who have attained
the age of 21 are eligible to participate in the ESOP. The loan to the
ESOP will be repaid principally from the Bank's discretionary
contributions to the ESOP over a period of ten years, and the collateral
for the loan will be the Common Stock purchased by the ESOP that has not
been committed to be released.
3. NET INCOME PER SHARE
The Company earned 16 cents per share for the quarter ended December 31,
1996. The Company completed its initial public offering on March 29, 1996,
and accordingly, per share data is not applicable for the quarter ended
December 31, 1995.
<PAGE>
4. STOCKHOLDERS' EQUITY
The components of stockholders' equity were as follows:
<TABLE>
<CAPTION>
(dollars in thousands)
December 31, 1996 September 30, 1996
----------------- ------------------
<S> <C> <C>
Preferred Stock, no par value, 2,000,000 shares
authorized: No shares issued -- --
Common Stock, no par value, 6,000,000 shares
authorized: 3,174,000 shares issued $30,621 $30,621
(3,015,300) shares outstanding)
Retained earnings, substantially restricted 15,957 15,590
Unearned ESOP Shares (2,539) (2,539)
Net unrealized loss on securities available for sale,
net of tax (910) (1,031)
Treasury stock at cost (158,700 shares) (1,894) 0
------- ------
Total stockholders' equity $41,235 $42,641
======= =======
</TABLE>
5. NON PERFORMING LOANS AND THE ALLOWANCE FOR LOAN LOSS.
Non-performing loans were as follows:
<TABLE>
<CAPTION>
(dollars in thousands)
December 31, 1996 September 30, 1996
----------------- ------------------
<S> <C> <C>
Loans delinquent 90 days or more
and other non-performing loans. $1,522 $2,343
Loans delinquent 90 days or more and other
non-performing loans as a percentage of gross loans 1.20% 1.91%
</TABLE>
An analysis of the allowance for loan losses for the three month periods
ended December 31, 1996 and 1995 follows:
<TABLE>
<CAPTION>
(dollars in thousands)
December 31, 1996 September 30, 1995
----------------- ------------------
<S> <C> <C>
Balance at the beginning of the period $3,669 $5,061
Provision charged to operations 125 60
Charge-offs, net 668 374
------ ------
Balance at end of period $3,126 $4,747
====== ======
</TABLE>
<PAGE>
1ST BERGEN BANCORP SUBSIDIARIES
MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
FINANCIAL CONDITION
OVERVIEW
1st Bergen Bancorp, the holding company for South Bergen Savings Bank, earned
net income for the quarter ended December 31, 1996 of $462,000 compared to a
loss of ($29,000) for the same period last year and an increase of 11.0% over
the $416,000 earned for the prior quarter before a one time non-recurring FDIC
special assessment to recapitalize the Savings Association Insurance Fund
(SAIF), as mandated by Congress. The $491,000 increase in earnings over the
prior year is primarily attributable to an increase in net interest income of
$657,000 partially offset by a $65,000 increase in the provision for loan
losses, a decrease in non-interest expense of $185,000 and an increase in tax
expense of $292,000. The increase in earnings over the prior quarter is
primarily attributable to a $135,000 increase in net interest income.
The Company earned 16 cents per share for the quarter ended December 31, 1996
compared to 13 cents per share for the prior quarter. The Company completed its
initial public offering on March 29, 1996, and accordingly, per share data is
not applicable for the quarter ended December 31, 1995.
ASSETS AND LIABILITIES
Total assets increased $2.7 million, or 1.1%, to $247.1 million at December 31,
1996 from $249.8 million at September 30, 1996. Cash and cash equivalents
increased $3.8 million, or 95.5%, to $7.7 million as of December 31, 1996 from
$4.0 million at September 30, 1996, primarily due to funds from maturing
securities in excess of loan demand. Funds from these maturities and
amortizations in excess of loan demand, were invested in short term cash
equivalents pending deployment. These funds will be used to fund loan
commitments and security purchases. Loans receivable increased $5.3 million, or
4.5%, to $123.8 million at December 31, 1996 from $118.5 million at September
30, 1996. The increase in loans receivable, net, resulted from the purchase of
$3.1 million in loans and originations of $5.4 million. Investment securities
held to maturity decreased $9.2 million, or 21.8%, to $33.1 million at December
31, 1996 from $42.4 million at September 30, 1996. Mortgage-backed securities
held to maturity decreased $2.1 million, or 3.8% to $51.8 million at December
31, 1996 from $53.8 million at September 30, 1996. The decrease in investment
securities held to maturity and mortgage-backed securities held to maturity was
due to the maturity of investment securities and normal amortization.
Securities and mortgage-backed securities available for sale net increased
$137,000, or .61%, due to an improvement in the market price of the available
for sale portfolio.
Deposits remained relatively stable at $204.2 million at December 31, 1996
compared to $204.5 million at September 30, 1996.
The Bank has approved branch locations in Morris and Monmouth counties that are
scheduled to open during the first half of 1997. The Morris county office,
located at 339 Route 202, Montville is scheduled to open in March, 1997 and a
late second quarter 1997 opening is planned for the Monmouth county office in
the ACME Shopping Center, Newman Springs Road in the Lincroft section of
Middletown Township.
STOCKHOLDERS EQUITY
Stockholders equity decreased $1.4 million, or 3.3%, to $41.2 million at
December 31, 1996 from $42.6 million at September 30, 1996. The decrease in
stockholders equity is due to the repurchase of 158,700 shares of the Company's
common stock for a purchase price of $1,894,481, as the Company completed a
Board approved 5% stock buyback. This decrease was partially offset by net
income of $462,000 for the quarter ended December 31, 1996.
<PAGE>
LIQUIDITY AND CAPITAL RESOURCE
Liquidity is a measure of a bank's ability to fund loans and withdrawals of
deposits in a cost effective manner. The Company's principal sources of funds
are deposits, scheduled amortization and prepayments of loan principal and
mortgage-backed securities, maturities of investment securities and funds
provided by operations. Liquidity is also available through borrowings from the
Federal Home Loan Bank of New York.
While loan repayments and maturing investment securities are a relatively
predictable source of funds, deposit flows, prepayments and calls of investment
securities and prepayment of mortgage-backed securities are influenced by
interest rates, general economic conditions and competition in the marketplace.
At December 31, 1996, total liquid assets, consisting of cash, interest bearing
deposits in other banks, investment securities and mortgage-backed securities,
all with final maturities of five years or less, were $ 53.5 million, or 21.7%
of total assets. This amount includes $19.7 million scheduled to mature within
one year, which represented 8.0% of total assets and 9.7% of total deposits at
December 31, 1996.
At December 31, 1996, the Company had commitments to originate loans totalling
$2.6 million, commitments to purchase loans of $705,000 and outstanding unused
lines of credit of $4.8 million. The Company is committed to maintaining a
strong liquidity position and anticipates that it will have sufficient funds to
meet its current funding commitments. The Company does not have any balloon or
other payments due on any long-term obligations or any off-balance sheet items
other than the loan commitments and unused lines of credit noted above.
The OTS requires that the Bank meet minimum tangible, core, Tier 1 and
risk-based capital requirements. As of December 31, 1996, the Bank exceeded all
regulatory capital requirements. The Bank's capital levels as of December 31,
1996 are as follows:
<TABLE>
<CAPTION>
To be well capitalized
For capital under prompt
Actual adequacy purpose correction action
---------------- ----------------- -----------------------
Amount Ratio Amount Ratio Amount Ratio
------ ----- ------ ----- ------ -----
<S> <C> <C> <C> <C> <C> <C>
As of December 31, 1996:
Tangible capital $28,151 11.4% $3,712 1.5% $3,712 1.5%
Core capital 28,151 11.4 7,425 3.0 12,374 5.0
Tier 1 risk-based capital 28,151 26.9 4,194 4.0 6,051 6.0
Risk-based capital 29,477 28.1 8,387 8.0 10,484 10.0
As of December 31, 1995:
Tangible capital $14,667 6.5% $3,376 1.5% $3,376 1.5%
Core capital 14,667 6.5 6,751 3.0 11,252 5.0
Tier 1 risk-based capital 14,667 14.5 4,061 4.0 6,091 6.0
Risk-based capital 15,936 15.7 8,121 8.0 10,151 10.0
</TABLE>
<PAGE>
COMPARISON OF OPERATING RESULTS FOR THE THREE MONTHS ENDED DECEMBER 31, 1996
NET INCOME
For the three months ended December 31, 1996, net income increased by $491,000
to $462,000 from a loss of ($29,000) for the same period last year. The increase
in income was primarily due to an increase in net interest income of $657,000.
INTEREST INCOME
Interest on loans increased $69,000, or 2.7% to $2.6 million for the three
months ended December 31, 1996 from $2.5 million for the same period in 1995.
The increase in the interest on loans was primarily due to an increase in the
average balance of loans outstanding during the period to $121.4 million for the
three months ended December 31, 1996 from $113.3 million for the same period in
1995. This was offset by a decrease in the average yield from 8.9% to 8.54%,
reflecting current market rates of interest which are below the average yield on
the Bank's existing portfolio.
Interest on Mortgage Backed Securities held to maturity increased to $122,000,
or 16.9% to $842,000 for the three months ended December 31, 1996 from $720,000
for the same period in 1995. The increase was primarily due to the increase in
the average balance of Mortgage Backed Securities outstanding during the period
to $53.0 million for the three months ended December 31, 1996 from $48.9 million
for the same period in 1995, combined with an increase in the average yield to
6.36% from 5.89% for the comparison period, reflecting increasing market rates
of interest. The increase in the average balance was a result of available funds
exceeding new loan demands.
Interest income on investment securities held to maturity, which includes income
on FHLB Stock and other FHLB deposits, increased by $79,000, or 12.4% to
$714,000 for the three months ended December 31, 1996 compared to $635,000 for
the same period in 1995. The increase was primarily due to an increase in the
average yield to 7.02% from 5.16%, even though the average balance decreased
$2.4 million, or 6.1% to $36.5 million at December 31, 1996 from $38.9 million
for the same period in 1995.
Interest income on securities available for sale increased $205,000, or 207.0%
to $304,000 for the three months ended December 31, 1996 compared to $99,000 for
the same period in 1995. The increase was primarily due to an increase in the
average balance of securities available for sale outstanding during the period
to $19.5 million for the three months ended December 31, 1996 from $6.7 million
for the same period in 1995. This was coupled with an increase in the average
yield to 6.25% for the three months ended December 31, 1996 from 5.94% for the
same period in 1995.
INTEREST EXPENSE
Interest expense decreased $138,000, or 5.9% to $2.2 million for the three
months ended December 31, 1996 compared to $2.4 million for the same period in
1995. The decrease was primarily due to a decrease of $4.6 million in the
average balance of deposits outstanding to $203.1 million during the three
months ended December 31, 1996 from $207.7 million for the same period in 1995,
combined with a decrease in the average rate paid on deposits to 4.37% from
4.54% for the comparison periods reflecting decreasing market rates of interest.
The decrease in average rates paid reflects decreased market rates in the
Company's market area.
PROVISION FOR LOAN LOSSES
The provision for loan losses increased $65,000, or 108.3%, to $125,000 for the
three months ended December 31, 1996 from $60,000 for the same period in 1995
primarily due to the increase in loans receivable. Nonperforming loans, defined
as non-accrual loans and accruing loans delinquent 90 days or more decreased by
$4.0 million, or 72.7% to $1.5 million, or 1.2% of gross loans at December 31,
1996 from $5.5 million, or 4.8% or gross loans at December 31, 1995. This
decline reflects $1.8 million of loans being transferred to real estate owned as
the company acquired title to those properties through the foreclosure process.
Management is continuing its efforts to sell these properties and reinvest the
proceeds in interest bearing assets. Real estate owned totaled $537,000 at
December 31, 1996 compared to $1.9 million for the same period in 1995. At
December 31, 1996
<PAGE>
and 1995, the allowance for loan losses was $3.1 million and $4.7 million,
respectively. The decrease in the allowance for loan losses is due in part to
the sale on December 26, 1996 of 19 non-performing loans with a book value of
$1.3 million. In connection with the sale, the Bank incurred a charge-off of
$580,000. The proceeds from the sale were reinvested in interest-earning assets.
The balance of the decrease in the allowance is due to charge-offs within the
allowance previously established on loans transferred to real estate owned at
fair market value. The Company's allowance for loan losses as a percentage of
total non-performing assets increased to 152.0% at December 31, 1996 as compared
to 85.5% at December 31, 1995.
Future provisions for loan losses will continue to be based on Management's
assessment of the loan portfolio and its underlying collateral, trends in
non-performing loans, then current economic conditions and other factors which
warrant recognition in order to maintain the allowance for loan losses at levels
sufficient to provide for estimated future losses. Although Management uses the
best information available, adjustments may be necessary due to economic,
operating, regulatory and other conditions that may be beyond the Company's
control.
NON-INTEREST INCOME AND NON-INTEREST EXPENSE
Non-interest income for the three months ended December 31, 1996 increased
$6,000, or 11.8% to $57,000 from $51,000 for the same period last year. This
increase was due primarily to the commissions received on the sale of annuity
products through the Bank's wholly owned subsidiary, South Bergen Financial
Services, which began to operate during the quarter ended December 31, 1996.
Non-interest expense decreased $185,000, or 11.2% to $1.5 million for the three
months ended December 31, 1996 from $1.7 million for the same period in 1995.
The decrease was primarily due to the loss on sale of securities in the quarter
ended December 31, 1995, partially offset by an increase in other expenses for
the quarter ended December 31, 1996. In connection with the Company's expansion,
establishment of additional branches and implementation of certain stock based
benefit plans, management anticipates that certain non-interest expenses such as
compensation, occupancy, equipment and other expenses may increase in future
periods.
INCOME TAX EXPENSE
Income tax expense increased $292,000 to $278,000 for the three months ended
December 31, 1996 from a benefit of ($14,000) for the same period in 1995. The
increase was due to the Company's increased net income for the quarter ended
December 31, 1996, compared to the loss incurred for the quarter ended December
31, 1995.
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
There are various claims and lawsuits in which the Registrant is
periodically involved incidental to the Registrant's business. In the
opinion of management, no material loss is expected from any of such
pending claims and lawsuits.
ITEM 2. CHANGES IN SECURITIES.
Not applicable
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
Not applicable
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
INSERT 1
On November 26, 1996 the Registrant held a Special Meeting of Shareholders to
vote upon certain stock based benefit plans. Voting on the proposals was as
follows:
1. Approval of the 1st Bergen Bancorp 1996 Incentive Stock Option Plan:
For: 2,061,385 Against: 213,912 Abstain: 9,936 Broker Non-Votes: 0
--------- ------- ----- -
2. Approval of the 1st Bergen Bancorp 1996 Stock Option Plan for Outside
Directors:
For: 1,957,577 Against: 390,099 Abstain: 31,316 Broker Non-Votes: 0
--------- ------- ------ -
3. Approval of the 1st Bergen Bancorp 1996 Recognition and Retention Plan for
Executive Officers and Employees:
For: 1,966,742 Against: 379,986 Abstain: 26,464 Broker Non-Votes: 0
--------- ------- ------- -
4. Approval of the 1st Bergen Bancorp Recognition and Retention Plan for
Outside Directors:
For: 1,848,950 Against: 499,801 Abstain: 24,441 Broker Non-Votes: 0
--------- ------- ------ -
ITEM 5. OTHER INFORMATION.
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits
(27) Financial Data Schedule
(b) Reports of Form 8-K
The Registrant filed a current report on November 1, 1996 announcing a 5%
stock buyback.
The Registrant filed a current report on November 7, 1996 announcing the
Registrant's earnings for the period ending September 31, 1996.
The Registrant filed a current report on December 3, 1996 announcing the
payment of a cash dividend.
<PAGE>
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 thereunto duly authorized.
1ST BERGEN BANCORP
Date: February 14, 1996 By: /s/ WILLIAM M. BRICKMAN
----------------------------------------------------
William M. Brickman
President and Chief Executive Officer
Date: February 14, 1996 By: /s/ ALBERT E. GOSSWEILER
----------------------------------------------------
Albert E. Gossweiler
Executive Vice President and Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE REGISTRANT INTERIM FINANCIAL STATEMENT AT AND FOR THE PERIOD ENDED
DECEMBER 31, 1996 AS IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<CASH> 5,231
<INT-BEARING-DEPOSITS> 2,500
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 22,421
<INVESTMENTS-CARRYING> 84,905
<INVESTMENTS-MARKET> 84,905
<LOANS> 123,825
<ALLOWANCE> 3,126
<TOTAL-ASSETS> 247,073
<DEPOSITS> 204,154
<SHORT-TERM> 0
<LIABILITIES-OTHER> 160
<LONG-TERM> 0
0
0
<COMMON> 30,621
<OTHER-SE> 10,614
<TOTAL-LIABILITIES-AND-EQUITY> 247,073
<INTEREST-LOAN> 2,638
<INTEREST-INVEST> 1,904
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 4,495
<INTEREST-DEPOSIT> 2,220
<INTEREST-EXPENSE> 2,220
<INTEREST-INCOME-NET> 2,150
<LOAN-LOSSES> 125
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<INCOME-PRETAX> 740
<INCOME-PRE-EXTRAORDINARY> 740
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<NET-INCOME> 462
<EPS-PRIMARY> .16
<EPS-DILUTED> .16
<YIELD-ACTUAL> 7.41
<LOANS-NON> 1,522
<LOANS-PAST> 1,522
<LOANS-TROUBLED> 1,380
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<ALLOWANCE-CLOSE> 3,126
<ALLOWANCE-DOMESTIC> 3,126
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
