<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
(X) Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the quarterly period ended September 30, 2000
( ) Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the transition period from _____________
to _____________.
Commission file number: 1-12165
Bridge View Bancorp
(Exact name of registrant as specified in its charter)
New Jersey 22-3461336
---------- -----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification)
457 Sylvan Avenue, Englewood Cliffs, NJ 07632
(Address of principal executive offices) (Zip Code)
201-871-7800
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each class: Name of each exchange on which registered:
Common Stock, No Par Value American Stock Exchange
Securities registered pursuant to Section 12(g) of the Exchange Act: None
Indicate by check mark whether the Issuer: (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934, as
amended, during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports); and (2) has been subject to such
filing requirements for the past 90 days. YES (X) NO
--- ----
APPLICABLE TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of the Registrant's classes of common
stock, as of the last practicable date.
2,921,981 shares of Common Stock as of October 31, 2000
1
<PAGE>
INDEX
BRIDGE VIEW BANCORP
Part I - Financial Information
Item 1. Financial Statement
Consolidated Statements of Financial Condition
as of September 30, 2000(unaudited) and December 31, 1999
Consolidated Statements of Income
for the three months ended September 30, 2000 and 1999 (unaudited) and
the nine months ended September 30, 2000 and 1999 (unaudited)
Consolidated Statements of Cash Flows
for the nine months ended September 30, 2000 and 1999 (unaudited)
Notes to Unaudited Consolidated Financial Statements
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Explanatory Note: This Form 10-Q contains certain "forward looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995 which
involve risks and uncertainties. Such statements are not historical facts and
include expressions about management's confidence, strategies, and expectations
about new and existing programs, products, relationships, opportunities,
technology, and market conditions. These statements may be identified by the use
of such words as "believe," "expect," "anticipate," "should," "may,"
"potential," or similar statements or variations of such terms. Examples of
forward looking statements include, but are not limited to, estimates with
respect to the financial condition, results of operations, and business of
Bridge View Bancorp, that are subject to various factors which could cause
actual results to differ materially from these estimates. These factors include:
changes in general, economic and market conditions, legislative and regulatory
conditions, or the development of an interest rate environment which adversely
affects Bridge View Bancorp's interest rate margin or other income anticipated
from operations and investments. As used in this Form 10-Q, "we" and "us" and
"our" refer to Bridge View Bancorp and its consolidated subsidiary Bridge View
Bank, depending on the context.
2
<PAGE>
BRIDGE VIEW BANCORP
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(in thousands)
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
-------------- ------------
(unaudited)
<S> <C> <C>
ASSETS
Cash and cash equivalents:
Cash and due from banks................................ $ 13,754 $ 11,270
Federal funds sold..................................... 8,000 0
---------- ----------
TOTAL CASH AND CASH EQUIVALENTS 21,754 11,270
---------- ----------
Securities:
Available for sale..................................... 22,560 22,207
Held to maturity (market value $37,319)................ 37,442 46,846
---------- ----------
TOTAL SECURITIES 60,002 69,053
---------- ----------
Loans, net of allowance for losses of $1,403 and $1,310,
and deferred loan fees of $397 and $274, respectively....... 129,191 116,961
Premises and equipment, net................................. 3,849 3,853
Accrued interest receivable and other assets................ 2,559 2,135
---------- ----------
TOTAL ASSETS $ 217,355 $ 203,272
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Non-interest bearing demand
deposits............................................... $ 66,424 $ 51,996
Interest bearing deposits:
Savings and time deposits......................... 97,182 96,101
Certificates of deposit $100,000 +................ 30,683 35,108
---------- ----------
TOTAL DEPOSITS 194,289 183,205
Accrued interest payable and other liabilities.............. 1,015 738
---------- ----------
TOTAL LIABILITIES 195,304 183,943
Commitments and Contingencies
Stockholders' equity:
Common stock, no par value,
authorized 10,000,000 shares issued
and outstanding 2,921,981 in 2000
and 2,920,767 in 1999.................................. 21,266 19,035
Retained earnings...................................... 1,034 779
Accumulated other comprehensive loss................... (249) (485)
---------- ----------
TOTAL STOCKHOLDERS' EQUITY 22,051 19,329
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 217,355 $ 203,272
========== ==========
</TABLE>
See notes to unaudited consolidated financial statements.
3
<PAGE>
BRIDGE VIEW BANCORP
CONSOLIDATED STATEMENTS OF INCOME
(unaudited, in thousands)
(except per share data)
<TABLE>
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
-------------------- -----------------
2000 1999 2000 1999
---- ---- ---- ----
<S> <C> <C> <C> <C>
Interest Income:
Loans, including fees.................. $ 2,836 $ 2,339 $ 8,119 $ 6,540
Federal funds sold..................... 171 159 261 591
Investment Securities
Taxable............................. 801 658 2,500 1,544
Tax-exempt......................... 103 113 316 303
------- ------- -------- -------
TOTAL INTEREST INCOME 3,911 3,269 11,196 8,978
Interest Expense:
Savings deposits....................... 337 193 745 566
Other time deposits.................... 368 290 1,054 828
Time deposits $100,000 +............... 403 331 1,230 806
Borrowed funds......................... -- -- 11 --
------- ------- -------- -------
TOTAL INTEREST EXPENSE 1,108 814 3,040 2,200
Net Interest Income 2,803 2,455 8,156 6,778
Provision for loan losses................ 30 45 120 135
Net interest income after provision for loan
losses 2,773 2,410 8,036 6,643
Non-interest income:
Service charge income................. 373 341 1,100 1,027
------- ------- -------- -------
TOTAL NON-INTEREST INCOME 373 341 1,100 1,027
Non-interest expense:
Salaries and related expenses........ 787 705 2,385 2,044
Premises and fixed assets............. 313 286 930 903
Other..................................... 460 420 1,310 1,267
------- ------- -------- -------
TOTAL NON-INTEREST EXPENSE 1,560 1,411 4,625 4,214
Income before income taxes 1,586 1,340 4,511 3,456
Income tax expense 546 488 1,599 1,257
------- ------- -------- -------
NET INCOME $ 1,040 $ 852 $ 2,912 $ 2,199
======= ======= ======= =======
Earnings per share:
Basic $0.36 $0.29 $1.00 $0.75
Diluted $0.35 $0.28 $0.97 $0.73
</TABLE>
See notes to unaudited consolidated financial statements.
4
<PAGE>
BRIDGE VIEW BANCORP
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited, in thousands)
<TABLE>
<CAPTION>
Nine months ended September 30,
-------------------------------
2000 1999
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net Income................................................................. $ 2,912 $ 2,199
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization........................................... 304 232
Provision for loan losses............................................... 120 135
Gains from sales of loans held for sale................................. 12 35
Increase in accrued interest receivable
and other assets........................................................ (424) (74)
Increase(decrease) in accrued interest payable and
other liabilities................................................... 277 (256)
----------- -----------
Net Cash Provided by Operating Activities 3,201 2,271
Cash flows from investing activities:
Proceeds from maturities of investment securities.......................... 22,226 11,447
Purchases of investment securities......................................... (13,373) (34,648)
Net increase in loans...................................................... (12,230) (13,307)
Decrease(increase) to premises and equipment............................... 4 (1,673)
----------- -----------
Net Cash Used in Investing Activities (3,373) (38,181)
Cash flows from financing activities:
Net increase in deposits................................................... 11,084 34,340
Proceeds from issuance of common stock..................................... 3 8
Cash paid for dividends.................................................... (431) (411)
----------- -----------
Net Cash Provided by Financing Activities 10,656 33,937
Net change in cash and cash equivalents 10,484 (1,973)
Cash and cash equivalents at beginning of period 11,270 34,134
----------- -----------
Cash and cash equivalents at end of period $ 21,754 $ 32,161
========== ===========
Cash paid during the period for:
Interest................................................................... 2,991 2,048
Income taxes............................................................... 1,441 1,304
</TABLE>
See notes to unaudited consolidated financial statements.
5
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BRIDGE VIEW BANCORP AND SUBSIDIARIES
Notes to Unaudited Consolidated Financial Statements
(1) Summary of Significant Accounting Policies
The accompanying consolidated financial statements include the accounts
of Bridge View Bancorp (the Company) and its direct and indirect
wholly-owned subsidiaries, Bridge View Bank and Bridge View Investment
Company (the Bank). All significant inter-company accounts and
transactions have been eliminated in consolidation. Certain accounts in
prior periods have been restated to conform to the current presentation.
The consolidated condensed financial statements included herein have been
prepared without audit pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations. The
accompanying consolidated financial statements reflect all adjustments
which are, in the opinion of management, necessary to a fair statement of
the results for the interim periods presented. Such adjustments are of a
normal recurring nature. These consolidated unaudited financial
statements should be read in conjunction with the audited financial
statements and the notes thereto as of and for the year ended December
31, 1999. The results for the nine months ended September 30, 2000 are
not necessarily indicative of the results that may be expected for the
year ended December 31, 2000.
Organization
Bridge View Bancorp ("the Company"), a one-bank holding company serves as
the holding company for Bridge View Bank ("the Bank"). The Bank is the
only active subsidiary of the Company at September 30, 2000. The Bank
operates seven banking offices, all located in Bergen County, NJ. The
Company is subject to the supervision and regulation of the Board of
Governers of the Federal Reserve System (the "FRB"). The Bank's deposits
are insured by the Bank Insurance Fund (the "BIF") of the Federal Deposit
Insurance Corporation (the "FDIC") up to applicable limits. The operation
of the Company and the Bank are subject to the supervision and the
regulation of the FRB, FDIC, and the New Jersey Department of Banking and
Insurance.
6
<PAGE>
Basis of Financial Presentation
The consolidated financial statements have been prepared in conformity
with generally accepted accounting principles. In preparing the
consolidated financial statements, management is required to make
estimates and assumptions that affect the reported amounts of assets and
liabilities as of the date of the consolidated statement of financial
condition and revenues and expenses for the year. Actual results could
differ significantly from those estimates. Certain prior period amounts
have been reclassified to conform to the financial statements
presentation of 2000. The reclassifications have no effect upon
stockholders' equity or net income as previously reported.
Material estimates that are particularly susceptible to significant
change in the near term relate to the determination of the allowance for
loan losses. In connection with the determination of the allowance for
loan losses, management generally obtains independent appraisals for
significant properties.
Securities Available for Sale
Management determines the appropriate classification of securities at the
time of purchase. If management has the intent and the Bank has the
ability at the time of purchase to hold securities until maturity, they
are classified as investment securities. Securities to be held for
indefinite periods of time and not intended to be held to maturity are
classified as securities available for sale. Gains or losses on sales of
securities available for sale are based upon the specific identification
method. Securities available for sale are reported at fair value with
changes in the carrying value from period to period included as a
separate component of stockholders' equity.
Investment Securities Held to Maturity
Investment securities are carried at the principal amount outstanding,
adjusted for amortization of premiums and accretion of discounts using a
method that approximates the level-yield method over the terms of the
securities. Investment securities are carried at the principal amount
outstanding because the Bank has the ability and it is management's
intention to hold these securities to maturity.
(2) Retained Earnings - Stock Dividend
The Company declared a 5% Stock Dividend (the "2000 Stock Dividend") on
March 30, 2000 and paid the dividend on April 15, 2000. Retained earnings
decreased by the market value of shares issued in connection with the
2000 Stock Dividend. Earnings per share for 1999 has been restated to
reflect the effect of the stock dividend.
7
<PAGE>
(3) Earnings Per Share Reconciliation
As required under SFAS 128, the reconciliation of the numerator and the
denominator of basic EPS with that of diluted EPS is presented for the
three month periods and the nine month periods ended September 30, 2000
and 1999, respectively.(in thousands, except per share data)
<TABLE>
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
---------------------- ------------------
2000 1999 2000 1999
---- ----- ---- ----
<S> <C> <C> <C> <C>
Basic earnings per share
Net Income $ 1,040 $ 852 $ 2,912 $ 2,199
======= ======= ======== =========
Average number of shares outstanding 2,922 2,921 2,921 2,921
======= ======= ======== =========
Basic earnings per share $ 0.36 $ 0.29 $ 1.00 $ 0.75
======= ======= ======== =========
Diluted earnings per share
Net Income $ 1,040 $ 852 $ 2,912 $ 2,199
======= ======= ======== =========
Average number of shares of common stock
and equivalents outstanding:
Average common shares outstanding 2,922 2,921 2,921 2,921
Additional shares considered in
Diluted computation assuming:
Exercise of options and warrants 80 83 80 84
------- ------- -------- ---------
Average number of shares outstanding on a
diluted basis 3,002 3,004 3,001 3,005
======= ======= ======== =========
Diluted earnings per share $ 0.35 $ 0.28 $ 0.97 $ 0.73
======= ======= ======== =========
</TABLE>
8
<PAGE>
(4) Comprehensive Income
As required under SFAS 130, total comprehensive income is presented for
the three month periods and the nine month periods ended September 30,
2000 and 1999, respectively.
Three months ended September 30,
--------------------------------
2000 1999
---- ----
(in thousands)
Comprehensive Income
Net income $ 1,040 $ 852
Other comprehensive income(loss),
net of taxes 170 (115)
--------- --------
Total comprehensive income $ 1,210 $ 737
======== ========
Nine months ended September 30,
-------------------------------
2000 1999
---- ----
(in thousands)
Comprehensive Income
Net income $ 2,912 $ 2,199
Other comprehensive income(loss),
net of taxes 236 (254)
-------- --------
Total comprehensive income $ 3,148 $ 1,945
======== ========
9
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATION
The following discussion and analysis of financial condition and results of
operations should be read in conjunction with the Company's consolidated
financial statements and the notes thereto included herein. When necessary,
reclassifications have been made to prior years' data throughout the following
discussion and analysis for purposes of comparability.
RESULTS OF OPERATIONS - Three Months Ended September 30, 2000 and 1999 and
Nine Months Ended September 30, 2000 and 1999
The Company's results of operations depend primarily on its net interest income,
which is the difference between the interest earned on its interest-earning
assets and the interest paid on funds borrowed to support those assets,
primarily deposits. Net interest margin is the difference between the weighted
average rate received on interest-earning assets and the weighted average rate
paid on interest-bearing liabilities, as well as the average level of
interest-earning assets as compared with that of interest-bearing liabilities.
Net income is also affected by the amount of non-interest income and other
operating expenses.
NET INCOME
For the three months ended September 30, 2000, net income increased by $188,000
or 22.1% to $1,040,000 from $852,000 for the three months ended September 30,
1999. For the nine months ended September 30, 2000, net income reached
$2,912,000, an increase of $713,000 or 32.4%, when compared to net income of
$2,199,000 for the nine months ended September 30, 1999. The increase in net
income for the first nine months of 2000 compared to 1999 is a result of a 20.2%
increase in net interest income to $8,156,000 from $6,778,000 in the prior year
which was primarily driven by a $2,218,000 or 24.7% increase in interest income
from $8,978,000 in 1999 to $11,196,000 in 2000. These increases in interest
income were driven by an increase in net loans outstanding of $12,270,000, or
10.5%, for the nine month periods compared. The Company also experienced an
increase in fee income, reaching $1,100,000 for the nine months ended September
30, 2000 from $1,027,000 for the same period in 1999, producing a 32.4% increase
in net income and reaching $2,912,000 for the first nine months of 2000 compared
to $2,199,000 for the first nine months of 1999.
Interest expense grew $294,000 or 36.1% for the three month period ended
September 30, 2000 compared to the three month period ended September 30, 1999.
Interest expense also increased $840,000 or 38.2% to $3,040,000 for the nine
month period ended September 30, 2000 compared to $2,200,000 for the nine month
period ended September 30, 1999. This increase continues to reflect the growth
in the deposit portfolio during a period of rising interest rates.
Non-interest expense increased by $149,000 or 10.6% and $411,000 or 9.8% for the
three month periods and the nine month periods ended September 30, 2000 compared
to 1999, respectively. These increases reflect the costs associated with the
addition of two new branches within the local Bergen County community as well as
the Company's continued growth which also affected staff additions, occupancy
expenses, salary and employee benefits, and data processing.
10
<PAGE>
On a per share basis, basic and diluted earnings per share were $0.36 and $0.35
for the quarter ended September 30, 2000 as compared to $0.29 and $0.28 for the
quarter ended September 30, 1999. For the first nine months of 2000, basic and
diluted earnings per share were $1.00 and $0.97 as compared to $0.75 and $0.73
for the first nine months of 1999. Share data has been restated to include the
effect of the 2000 Stock Dividend.
PROVISION FOR LOAN LOSSES
For the quarter ended September 30, 2000, the Company's provision for loan
losses was $30,000, a decrease of $15,000 from the provision of $45,000 for the
quarter ended September 30, 1999. The provision for the nine months ended
September 30, 2000 decreased to $120,000 from $135,000 for the nine months ended
September 30, 1999. The reduction of the provision reflects management's view of
the economy of its service area and the strength of the Company's loan
portfolio.
NON-INTEREST INCOME
Non-interest income, which was primarily attributable to service fees received
from deposit accounts, amounted, for the three months ended September 30, 2000,
to $373,000, an increase of $32,000, or 9.4%, from $341,000 for the three months
ended September 30, 1999. For the nine months ended September 30, 2000,
non-interest income reflected $1,100,000, an increase of $73,000 or 7.1% above
the non-interest income level of $1,027,000 for the nine months ended September
30, 1999. The increase in service fees continues to be attributable to the
higher level of average deposits.
NON-INTEREST EXPENSE
Non-interest expense for the quarter ended September 30, 2000, amounted to
$1,560,000, an increase of $149,000 or 10.6% from $1,411,000 for the quarter
ended September 30, 1999. For the nine months ended September 30, 2000,
non-interest expense aggregated $4,625,000, an increase of $411,000 or 9.8%,
from $4,214,000 for the nine months ended September 30, 1999. As previously
mentioned, these increases are related primarily to the Company's growth and
that effect upon administrative expenses.
INCOME TAX EXPENSE
The income tax provision, which includes both federal and state taxes, for the
quarters ended September 30, 2000 and 1999 was $546,000 and $488,000,
respectively. For the first nine months of 2000 and 1999, the income tax
provision totaled $1,599,000 and $1,257,000, respectively. The increase in
income taxes is a direct result of the increase in income before taxes for both
periods.
FINANCIAL CONDITION: September 30, 2000 and December 31, 1999
At September 30, 2000, the Company's total assets were $217,355,000 compared to
$203,272,000 at December 31, 1999, an increase of 6.93%. Total loans experienced
a 10.5% increase to $130,991,000 at September 30, 2000 from $118,545,000 at
December 31, 1999. Total deposits at September 30, 2000 were $194,289,000, 6.1%
higher than the $183,205,000 at December 31, 1999.
11
<PAGE>
LOAN PORTFOLIO
At September 30, 2000, the Company's total loans were $130,991,000, an increase
of $12,446,000 or 10.5% over total loans of $118,545,000 at December 31, 1999.
The increase in the loan portfolio continues to be attributable to the effect of
customer referrals, selective marketing, and growth within the local Bergen
County community. Management believes that the Company will remain successful in
loan acquisition within this market due to the fact that, through mergers and
acquisitions, the Company's trade area is now primarily served by large
institutions, frequently headquartered out of state. Management believes that it
is not cost-efficient for these larger institutions to provide the level of
personal service to small business borrowers.
The Company's loan portfolio consists of commercial loans, real estate loans,
and consumer loans. Commercial loans are made for the purpose of providing
working capital, financing the purchase of equipment or inventory, as well as
for other business purposes. Real estate loans consist of loans secured by
commercial or residential real property and loans for the construction of
commercial or residential property. Consumer loans are made for the purpose of
financing the purchase of consumer goods, home improvements, and other personal
needs, and are generally secured by the personal property being purchased.
The Company's loans are primarily to businesses and individuals located in
eastern Bergen County, New Jersey. The Company has not made loans to borrowers
outside of the United States. Commercial lending activities are focused
primarily on lending to small business borrowers. The Company believes that its
strategy of customer service, competitive rate structures, and selective
marketing have enabled the Company to gain market entry to local loans. Bank
mergers and lending restrictions at larger banks competing with the Company have
also contributed to the Company's efforts to attract borrowers.
The following table sets forth the classification of the Company's loans by
major category as of September 30, 2000 and December 31, 1999, respectively:
<TABLE>
<CAPTION>
September 30, 2000 December 31, 1999
---------------------- ---------------------
(Dollars in thousands)
Amount Percent Amount Percent
------ ------- ------ -------
<S> <C> <C> <C> <C>
Commercial $89,251 68.1% $83,638 70.6%
Mortgage 22,903 17.5% 18,567 15.7%
Consumer 18,837 14.4% 16,340 13.7%
------- ----- ------- -----
Total Loans $130,991 100% $118,545 100%
======== ===== ======== =====
</TABLE>
12
<PAGE>
ASSET QUALITY
The Company's principal assets are its loans. Inherent in the lending function
is the risk of the borrower's inability to repay a loan under its existing
terms. Risk elements include non-accrual loans, past due and restructured loans,
potential problem loans, loan concentrations, and other real estate owned.
Non-performing assets include loans that are not accruing interest (non-accrual
loans) as a result of principal or interest being in default for a period of 90
days or more. When a loan is classified as non-accrual, interest accruals
discontinue and all past due interest, including interest applicable to prior
years, is reversed and charged against current income. Until the loan becomes
current, any payments received from the borrower are applied to outstanding
principal until such time as management determines that the financial condition
of the borrower and other factors merit recognition of such payments of
interest.
The Company attempts to minimize overall credit risk through loan
diversification and its loan approval procedures. Due diligence begins at the
time a borrower and the Company begin to discuss the origination of a loan.
Documentation, including a borrower's credit history, materials establishing the
value and liquidity of potential collateral, the purpose of the loan, the source
and timing of the repayment of the loan, and other factors are analyzed before a
loan is submitted for approval. Loans made are also subject to periodic audit
and review.
The following table sets forth information concerning the Company's
non-performing assets as of the dates indicated:
Non-Performing Assets
(dollars in thousands)
September 30, December 31,
2000 1999
---- ----
Non-performing loans $ 48 $ 25
Other real estate 0 0
------ -----
Total non-performing assets $ 48 $ 25
Non-performing loans to total gross loans 0.04% 0.02%
Non-performing assets to total assets 0.02% 0.01%
As of September 30, 2000, the Company had one non-accrual loan which represented
a commercial loan. At December 31, 1999, the Company had one non-accrual loan
which represented a line of credit.
Other than as disclosed above, there were no loans where information about
possible credit problems of borrowers causes management to have serious doubts
as to the ultimate collectibility of such loans.
As of September 30, 2000 and December 31, 1999, there were no concentrations of
loans exceeding 25% of the Company's total loans and the Company had no foreign
loans. The Company's loans are primarily to businesses and individuals located
in eastern Bergen County, New Jersey.
13
<PAGE>
ALLOWANCE FOR LOAN LOSSES
The allowance for loan losses is a reserve established through charges to
earnings in the form of a provision for loan losses. The Company attempts to
maintain an allowance for loan losses at a sufficient level to provide for
losses inherent in the loan portfolio. Loan losses are charged directly to the
allowance when they occur and any recovery is credited to the allowance. Risks
within the loan portfolio are analyzed on a continuous basis by the Company's
officers, by external independent loan review auditors, and by the Company's
audit committee. A risk system, consisting of multiple grading categories, is
utilized as an analytical tool to assess risk and appropriate reserves. In
addition to the risk system, management further evaluates risk characteristics
of the loan portfolio under current and anticipated economic conditions and
considers such factors as the financial condition of the borrower, past and
expected loss experience, and other factors which management feels deserve
recognition in establishing an appropriate reserve. These estimates are reviewed
at least quarterly, and, as adjustments become necessary, they are realized in
the periods in which they become known. Additions to the allowance are made by
provisions charged to the expense and the allowance is reduced by net-chargeoffs
(i.e. loans judged to be uncollectible are charged against the reserve, less any
recoveries on the loans.) Although management attempts to maintain the allowance
at an adequate level, future addition to the allowance may be required based
upon changes in market conditions. Additionally, various regulatory agencies
periodically review the allowance for loan losses. These agencies may require
additional provisions based upon their judgment about information available to
them at the time of their examination.
The Company's allowance for loan losses totaled $1,403,000 and $1,254,000 at
September 30, 2000 and 1999, respectively. This increase in the allowance is due
to the continued growth of the loan portfolio. The following is a summary of the
reconciliation of the allowance for loan losses for the nine month periods ended
September 30, 2000 and 1999, respectively:
Nine months ended
September 30,
2000 1999
---- ----
(dollars in thousands)
Balance, beginning of period $1,310 $1,127
Charge-offs (29) (9)
Recoveries 2 1
Provision charged to expense 120 135
------- -------
Balance, end of period $1,403 $1,254
======= =======
Balance of allowance at end of period as
a percentage of loans at end of period 1.07% 1.12%
14
<PAGE>
NVESTMENT SECURITIES
The Company maintains an investment portfolio to fund increased loan demand or
deposit withdrawals and other liquidity needs and to provide an additional
source of interest income. The portfolio is composed of U.S. Treasury
Securities, obligation of U.S. Government Agencies, selected municipal and state
obligations, stock in the Federal Home Loan Bank ("FHLB"), and equity securities
of another financial institution.
Management determines the appropriate classification of securities at the time
of purchase. At September 30, 2000, $37,442,000 of the Company's investment
securities were classified as held to maturity and $22,560,000 were classified
as available for sale. At September 30, 2000, the Company held no securities
which it classified as trading securities.
At September 30, 2000, total investment securities were $60,002,000, a decrease
of $9,051,000 or 13.1%, from total investment securities of $69,053,000 at
December 31, 1999. This decrease in investment securities from year end 1999
through the first nine months of 2000 reflects the maturity of investment
securities which continue to be used to fund loan growth.
The following table sets forth the carrying value of the Company's security
portfolio as of the dates indicated.
15
<PAGE>
A comparative summary of securities available for sale at September 30, 2000 and
December 31, 1999 is as follows (in thousands):
<TABLE>
<CAPTION>
Gross Gross Fair
Amortized Unrealized Unrealized Market
Cost Gains Losses Value
----------- ------------ ------------ ----------
<S> <C> <C> <C> <C>
September 30, 2000
------------------
U.S. Government and agency
Obligations $22,071 -- (363) $21,708
FHLBNY stock 512 -- -- 512
Other equity securities 469 -- (129) 340
-------- --------- --------- --------
Total available for sale $23,052 -- (492) $22,560
December 31, 1999
-----------------
U.S. Government and agency
Obligations $22,035 -- (668) $21,367
FHLBNY stock 512 -- -- 512
Other equity securities 469 -- (141) 328
-------- --------- --------- --------
Total available for sale $23,016 -- (809) $22,207
</TABLE>
A comparative summary of securities held to maturity at September 30, 2000 and
December 31, 1999 is as follows (in thousands):
<TABLE>
<CAPTION>
Gross Gross Fair
Amortized Unrealized Unrealized Market
Cost Gains Losses Value
----------- ------------ ------------ ----------
<S> <C> <C> <C> <C>
September 30, 2000
------------------
U.S. Government and agency
Obligations $27,580 27 (155) $27,452
Municipal and state obligations 9,862 5 -- 9,867
----------- ------------ ------------ ----------
Total held to maturity $37,442 32 (155) $37,319
December 31, 1999
-----------------
U.S. Government and agency
Obligations $34,596 -- (273) $34,323
Municipal and state obligations 12,250 4 -- 12,254
----------- ------------ ------------ ----------
Total held to maturity $46,846 4 (273) $46,577
</TABLE>
16
<PAGE>
The following table sets forth as of September 30, 2000, the maturity
distribution of the Company's debt investment portfolio:
Maturity of Debt Investment Securities
September 30, 2000
(in thousands)
<TABLE>
<CAPTION>
Securities Securities
Held to Maturity Available for Sale
---------------------------------------------- --------------------------------------------
Weighted Weighted
Amortized Market Average Amortized Market Average
Cost Value Yield Cost Value Yield
------------ ------- --------- ---------- -------- ---------
<S> <C> <C> <C> <C> <C> <C>
Within 1 Year $19,119 $19,067 5.89% $18,072 $17,729 6.16%
1 to 5 Years 18,323 18,252 6.26% 3,999 3,979 7.27%
-------- ------- -------- --------
$37,442 $37,319 $22,071 $21,708
======== ======= ======== ========
</TABLE>
The Company sold no securities from its portfolio during the first nine months
of 2000 or 1999.
17
<PAGE>
DEPOSITS
Deposits are the Company's primary source of funds. The Company experienced a
growth in deposit balances of $11,084,000 or 6.1% to $194,289,000 at September
30, 2000 as compared to $183,205,000 at December 31, 1999. This growth continues
to be achieved as a result of continued market penetration combined with
continued customer referrals. The increase in total deposits is attributed to
the growth in non-interest bearing deposits, which grew $14,428,000 or 27.8%
from December 31, 1999 to September 30, 2000. The Company has no foreign
deposits, nor are there any material concentrations of deposits.
The following table sets forth the amount of various types of deposits for each
of the periods indicated (in thousands):
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
---------------------- ----------------------
Amount % Amount %
------ - ------ -
<S> <C> <C> <C> <C>
Non-interest Bearing Demand $ 66,424 34.2% $ 51,996 28.4%
Interest Bearing Demand 46,466 23.9% 44,088 24.1%
Savings 22,673 11.7% 21,914 12.0%
Time Deposits 58,726 30.2% 65,207 35.5%
-------- ----- -------- -----
$194,289 100% $183,205 100%
======== ===== ======== =====
</TABLE>
The Company does not actively solicit short-term deposits of $100,000 or more
because of the liquidity risks posed by such deposits. The following table
summarizes the maturity distribution of certificates of deposit of denominations
of $100,000 or more as of September 30, 2000 (in thousands).
Three months or less $ 19,286
Over three months through twelve months 10,716
Over one year through three years 681
Over three years 0
--------
TOTAL $ 30,683
========
18
<PAGE>
LIQUIDITY
The Company's liquidity is a measure of its ability to fund loans, withdrawals
or maturities of deposits, and other cash outflows in a cost-effective manner.
The Company's principal sources of funds are deposits, scheduled amortization
and prepayments of loan principal, maturities of investment securities, and
funds provided by operations. While scheduled loan payments and maturing
investments are relatively predictable sources of funds, deposit flow and loan
prepayments are greatly influenced by general interest rates, economic
conditions, and competition.
The Company's total deposits equaled $194,289,000 at September 30, 2000 as
compared to $183,205,000 at December 31, 1999. The increase in funds provided by
deposit inflows during this period has been more than sufficient to provide the
Company's loan demand and excess funds have been invested in investment
securities and federal funds sold.
Through the Company's investment portfolio, the Company has generally sought to
obtain a safe, yet slightly higher yield than would have been available to the
Company as a net seller of overnight federal funds while still maintaining
liquidity. Through its investment portfolio, the Company also attempts to manage
its maturity gap by seeking maturities of investments which coincide as closely
as possible with maturities of deposits. The Bank's investment portfolio also
includes securities held for sale to provide liquidity for anticipated loan
demand and other liquidity needs.
Although the Bank has traditionally been a net "seller" of federal funds, the
Bank does maintain lines of credit with the Federal Home Loan Bank of New York,
Summit Bank, and Bank of New York for "purchase" of federal funds in the event
that temporary liquidity needs arise.
Management believes that the Company's current sources of funds provide adequate
liquidity for the current cash flow needs of the Company.
19
<PAGE>
INTEREST RATE SENSITIVITY ANALYSIS
The principal objective of the Company's asset and liability management function
is to evaluate the interest-rate risk included in certain balance sheet
accounts; determine the level of risk appropriate given the Company's business
focus, operating environment, capital and liquidity requirements; establish
prudent asset concentration guidelines; and manage the risk consistent with
Board approved guidelines. The Company seeks to reduce the vulnerability of its
operations to changes in interest rates and to manage the ratio of interest-rate
sensitive assets to interest-rate sensitive liabilities within specified
maturities or repricing dates. The Company's actions in this regard are taken
under the guidance of the Asset/Liability Committee (ALCO) of the Board of
Directors. The ALCO generally reviews the Company's liquidity, cash flow needs,
maturities of investments, deposits and borrowings, and current market
conditions and interest rates.
One of the monitoring tools used by the ALCO is an analysis of the extent to
which assets and liabilities are interest rate sensitive and measures the
Company's interest rate sensitivity "gap". An asset or liability is said to be
interest rate sensitive within a specific time period if it will mature or
reprice within that time period. A gap is considered positive when the amount of
interest rate sensitive assets exceeds the amount of interest rate sensitive
liabilities. A gap is considered negative when the amount of interest rate
sensitive liabilities exceeds the amount of interest rate sensitive assets.
Accordingly, during a period of rising rates, a negative gap may result in the
yield on the institution's assets increasing at a slower rate than the increase
in its cost of interest-bearing liabilities resulting in a decrease in net
interest income. Conversely, during a period of falling interest rates, an
institution with a negative gap would experience a repricing of its assets at a
slower rate than its interest-bearing liabilities which, consequently, may
result in its net interest income growing.
The following table sets forth the amounts of interest-earning assets and
interest-bearing liabilities outstanding at the periods indicated which are
anticipated by the Company, based upon certain assumptions, to reprice or mature
in each of the future time periods presented. Except as noted, the amount of
assets and liabilities which reprice or mature during a particular period were
determined in accordance with the earlier of the term to repricing or the
contractual terms of the asset or liability. Because the Bank has no interest
bearing liabilities with a maturity greater than five years, management believes
that a static gap for the over five year time period reflects a more accurate
assessment of interest rate risk. The Company's loan repayment assumptions are
based upon actual historical repayment rates.
20
<PAGE>
Cumulative Rate Sensitive Balance Sheet
September 30, 2000
(in thousands)
<TABLE>
<CAPTION>
0 - 3 0 - 6 0 - 1 0 - 5 All
Months Months Year Year 5 + Years Others TOTAL
------ ------ ------- -------- --------- ------ -----
<S> <C> <C> <C> <C> <C> <C> <C>
Investment Securities $ 6,753 $ 11,141 $ 22,112 $ 58,151 $ 998 0 $ 59,149
Loans:
Commercial 27,306 27,893 29,526 75,577 3,979 0 79,556
Participations 1,994 1,994 3,051 7,487 2,207 0 9,694
Mortgages 118 118 672 14,136 4,701 0 18,837
Consumer 17,813 17,813 17,994 22,498 405 0 22,903
Federal Funds Sold 8,000 8,000 8,000 8,000 0 0 8,000
Other Assets 0 0 0 0 0 19,216 19,216
-------- -------- -------- --------- --------- --------- ---------
TOTAL ASSETS $ 61,714 $ 66,959 $ 81,355 $185,849 $198,139 $217,355 $217,355
======= ======= ======= ======== ======== ======== ========
Transaction Accounts $ 31,590 $ 31,590 $ 31,590 $ 31,590 $ 0 $ 0 $ 31,590
Money Market 14,876 14,876 14,876 14,876 0 0 14,876
Savings 25,445 25,445 25,445 25,445 0 0 25,445
CD's less than $100,000 14,111 21,363 24,296 25,271 0 0 25,271
CD's greater than $100,000 19,286 26,574 30,002 30,683 0 0 30,683
Other Liabilities 0 0 0 0 0 66,424 66,424
Equity 0 0 0 0 0 23,066 23,066
--------- -------- -------- --------- --------- --------- ---------
TOTAL LIABILITIES AND EQUITY $105,308 $119,848 $126,209 $127,865 $127,865 $217,355 $217,355
======== ======== ======== ======== ======== ======== ========
Dollar Gap (43,594) (52,889) (44,854) 57,984 70,274
Gap/Total Assets -20.06% -24.33% -20.64% 26.68% 32.33%
Target Gap Range +/-35.0% +/- 30.0% +/- 25.0% +/-25.0%
RSA/RSL 58.60% 55.87% 64.46% 145.35% 154.96%
(Rate Sensitive Assets to
Rate Sensitive Liabilities)
</TABLE>
21
<PAGE>
CAPITAL
A significant measure of the strength of a financial institution is its capital
base. The Company's federal regulators have classified and defined Company
capital into the following components: (1) Tier I Capital, which includes
tangible shareholders' equity for common stock and qualifying preferred stock,
and (2) Tier II Capital, which includes a portion of the allowance for possible
loan losses, certain qualifying long-term debt, and preferred stock which does
not qualify for Tier I Capital. Minimum capital levels are regulated by
risk-based capital adequacy guidelines which require certain capital as a
percent of the Company's assets and certain off-balance sheet items adjusted for
predefined credit risk factors (risk-adjusted assets).
A bank holding company is required to maintain, at a minimum, Tier I Capital as
a percentage of risk-adjusted assets of 4.0% and combined Tier I and Tier II
Capital as a percentage risk-adjusted assets of 8.0%.
In addition to the risk-based guidelines, the Company's regulators require that
an institution which meets the regulator's highest performance and operation
standards maintain a minimum leverage ratio (Tier I Capital as a percentage of
tangible assets) of 3.0%. For those institutions with higher levels of risk or
that are experiencing or anticipating significant growth, the minimum leverage
ratio will be evaluated through the ongoing regulatory examination process.
The following table summarizes the risk-based and leverage capital ratios for
the Company at September 30, 2000, as well as the required minimum regulatory
capital ratios:
Capital Adequacy
Minimum
September 30, Regulatory
2000 Requirements
------------- ------------
Risk-Based Capital:
Tier I Capital Ratio 16.15% 4.0%
Total Capital Ratio 17.17% 8.0%
Leverage Ratio 10.55% 3.0%
IMPACT OF INFLATION AND CHANGING PRICES
The consolidated financial statements of the Company and notes thereto,
presented elsewhere herein, have been prepared in accordance with generally
accepted accounting principles, which require the measurement of financial
position and operating results in terms of historical dollars without
considering the change in the relative purchasing power of money over time and
due to inflation. The impact of inflation is reflected in the increased cost of
the Company's operations. Unlike most industrial companies, nearly all of the
assets and liabilities of the Company are monetary. As a result, interest rates
have a greater impact on the Company's performance than do the effects of
general levels of inflation. Interest rates do not necessarily move in the same
direction or to the same extent as the prices of goods and services.
22
<PAGE>
CURRENT OPERATIONAL AND ACCOUNTING ISSUES
SFAS No. 133
In June, 1998, the FASB issued SFAS No. 133, "Accounting for Derivative
Instruments and Hedging Activities". This statement, as amended by SFAS No. 138,
"Accounting for Certain Derivative Instruments and Certain Hedging Activities,"
establishes accounting and reporting standards for derivative instruments and
for hedging activities. SFAS No. 133 supersedes the disclosure requirements in
SFAS No. 80, 105, and 119. This statement was to be effective for periods after
June 15, 1999. SFAS 137 extended the adoption date of SFAS 133 to fiscal years
beginning after June 15, 2000. The adoption of SFAS No. 133 is not expected to
have a material impact on the financial position or results of operations of the
Company.
FASB Interpretation No. 44
In March 2000, the Financial Accounting Standards Board (FASB) issued
Interpretation No. 44, "Accounting for Certain Transactions Involving Stock
Compensation, an Interpretation of APB Opinion No. 25." The interpretation
clarifies certain issues with respect to the application of Accounting
Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees" (APB
Opinion No. 25). The interpretation results in a number of changes in the
application of APB Opinion No. 25, including the accounting for modifications to
equity awards, as well as extending APB Opinion No. 25 accounting treatment to
options granted to outside directors for their services as directors. The
provisions of the interpretation were effective July 1, 2000 and apply
prospectively, except for certain modifications to equity awards made after
December 15, 1998. The initial adoption of APB Opinion No. 25 did not impact the
Company's financial statements.
SFAS No. 140
In September 2000, the FASB issued SFAS No. 140, "Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities (A Replacement
of FASB Statement 125)." SFAS No. 140 supersedes and replaces the guidance in
SFAS No. 125 and, accordingly, provides guidance on the following topics:
securitization transactions involving financial assets, sales of financial
assets such as receivables, loans, and securities; factoring transactions and
wash sales; servicing assets and liabilities, collateralized borrowing
arrangements, securities lending transactions; repurchase transactions; loan
participations; and extinguishment of liabilities. While most of the provisions
of SFAS No. 140 are effective for transactions entered into after March 31,
2001, companies with fiscal year ends that hold beneficial interests from
previous securitizations will be required to make additional disclosures in
their December 31, 2000 financial statements. The initial adoption of SFAS No.
140 is not expected to have a material impact on the Company's financial
statements.
23
<PAGE>
PART II OTHER INFORMATION
------- -----------------
Item 1. Legal proceedings - NONE
Item 2. Changes in securities - NONE
Item 3. Defaults upon senior securities - NONE
Item 4. Submission of matters to a vote of securities holders - NONE
Item 5. Other information - NONE
Item 6. Exhibits and reports on Form 8-K
(27) Financial Data Schedule
24
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
/s/ Albert F. Buzzetti
By: -------------------------------------
(Registrant - Bridge View Bancorp)
Albert F. Buzzetti
President and Chief Executive Officer
Date: November 13, 2000
25
<PAGE>
INDEX TO EXHIBITS
Exhibit
Number Description of Exhibits
-------- -----------------------
27 Financial Data Schedule
26
