<PAGE>
<PAGE>
As Filed with The Securities and Exchange Commission on July 24, 1997.
Registration No. 333-22127
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------------------
POST-EFFECTIVE AMENDMENT NO. 4
TO
FORM S-4
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
---------------------------
GREATER NEW YORK BANCORP INC.
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C> <C>
DELAWARE 6036 13-3930370
(State or other jurisdiction of (Primary Standard Industrial (I.R.S Employer
incorporation or organization) Classification Code Number) Identification No.)
</TABLE>
One Penn Plaza
New York, New York 10119
(212) 613-4000
(Address, including zip code, and telephone number, including
area code, of registrant's principal executive offices)
Robert P. Carlson
Senior Vice President, Counsel and Secretary
Greater New York Bancorp Inc.
One Penn Plaza
New York, New York 10119
(212) 613-4000
(Name and address, including zip code, and telephone number,
including area code, of agent for service)
---------------------------
Copies to:
Mark J. Menting
Sullivan & Cromwell
125 Broad Street
New York, New York 10004
(212) 558-4000
---------------------------
Approximate date of commencement of proposed sale to the public: At the
effective time as described in the attached Joint Proxy Statement/Prospectus.
If the securities being registered on this Form are being offered in
connection with the formation of a holding company and there is compliance with
General Instruction G, check the following box. [X]
---------------------------
<TABLE>
<CAPTION>
CALCULATION OF REGISTRATION FEE
=======================================================================================================================
Proposed
Maximum Proposed
Offering Maximum Amount of
Title of Each Class of Amount to be Price Per Aggregate Registration
Securities to be Registered Registered Unit Offering Price Fee
- -----------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Common Stock, par value $1.00 per share(1)
(including rights to purchase shares
of Junior Participating Preferred Stock,
par value $1.00 per share) 13,850,000 shs.(1) $14.00(3) $193,900,000(3) $58,757.58(5)
- -------------------------------------------------------------------------------------------------------------------------
Series A ESOP Convertible Preferred Stock, par value
$1.00 per share (including an indeterminate amount of
Common Stock, par value $1.00 per share, issuable upon
conversion thereof, and the attached rights to purchase
shares of Junior Participating Preferred Stock,
par value $1.00 per share) $1,536,391 shs.(2) $13.00(4) $ 19,973,083(4) $ 6,052.45(5)
=========================================================================================================================
</TABLE>
<PAGE>
<PAGE>
(footnotes from cover page)
(1) The number of shares of common stock of Greater New York Bancorp Inc.
("Bancorp Common Stock") to be issued in the share exchange described
herein (the "share exchange") cannot be precisely determined at the time
this Registration Statement becomes effective because shares of common
stock of The Greater New York Savings Bank ("Bank Common Stock") may be
issued thereafter and prior to the effective time of the share exchange
pursuant to the Bank's Employee Stock Ownership Plan, Long-Term Incentive
Program, 1996 Non-Employee Directors Stock Option Plan and 1996
Equity Incentive Plan. The Registration Statement covers a number of
shares of Bancorp Common Stock which is estimated to be at least as
large as the number of shares of Bank Common Stock which are expected to
be outstanding at the effective time of the share exchange. See the
undertaking in Item 22(4) in Part II of this Registration Statement.
(2) The number of shares of Series A ESOP Convertible Preferred Stock of
Bancorp ("Bancorp Series A Preferred Stock") to be issued in the share
exchange cannot be precisely determined at the time this Registration
Statement becomes effective because shares of Series A ESOP Convertible
Preferred Stock of the Bank ("Bank Series A Preferred Stock") may be
retired thereafter and prior to the effective time of the share exchange
pursuant to the Bank's Employee Stock Ownership Plan. This Registration
Statement covers a number of shares of Bancorp Series A Preferred Stock
which is estimated to be at least as large as the number of shares of Bank
Series A Preferred Stock which are expected to be outstanding at the
effective time of the share exchange. See the undertaking in Item 22(4)
in Part II of this Registration Statement.
(3) Estimated pursuant to Rule 457(f)(1) of the Securities Act of 1933 (the
"Securities Act"), based upon the per share market value of the shares of
Bank Common Stock to be exchanged in the share exchange, which is deemed to
be the average of the reported high and low sales prices of a share of Bank
Common Stock on the National Association of Securities Dealers Automated
Quotation System on February 14, 1997.
(4) Estimated pursuant to Rule 457(f)(2) of the Securities Act, based upon the
book value of such shares of stock on February 19, 1997.
(5) Registration Fee previously paid.
<PAGE>
<PAGE>
Item 21. Exhibits
<TABLE>
<CAPTION>
Exhibit
Number Description of Document
- ------ -----------------------------------------------------------------------------------------------------------
<S> <C>
2 -- Agreement and Plan of Reorganization (attached to Proxy Statement/Prospectus as
Appendix A).
3.1 -- Amended and Restated Certificate of Incorporation of Greater New York Bancorp Inc. (attached to Proxy
Statement/Prospectus as Exhibit 1 to Appendix A).
3.2 -- By-Laws of Greater New York Bancorp Inc. (attached to Proxy Statement/Prospectus as Exhibit 2 to
Appendix A).
4.1 -- Instruments defining the rights of security holders. (Amended and Restated Certificate of Incorporation and
By-Laws, incorporated by reference to Exhibits 1 and 2, respectively, to Appendix A to the Proxy
Statement/Prospectus included in the Registration Statement.)
4.2 -- Bancorp Rights Agreement
5 -- Opinion of Sullivan & Cromwell as to validity of securities.
8 -- Opinion of Sullivan & Cromwell as to tax matters.
12 -- Computation of Consolidated Ratios of Earnings to Combined Fixed Charges and Preferred Stock Dividend Requirements.
21 -- Subsidiaries of Greater New York Bancorp Inc.
23.1 -- Consent of Sullivan & Cromwell (included in Exhibits 5 and 8 hereto)
23.2 -- Consent of KPMG Peat Marwick LLP.
23.3 -- Consent of Persons About to Become Directors.
99.1 -- Form of Proxy Card.
99.2 -- Annual Report on Form F-2 of The Greater New York Savings Bank for the fiscal year ended December 31,
1996 with all exhibits thereto, as filed with the Federal Deposit Insurance Corporation.
99.3 -- Form F-3, filed with the Federal Deposit Insurance Corporation on April 10, 1997.
99.4 -- Letter to Stockholders, dated April 10, 1997.
99.5 -- Quarterly Report on Form 10-Q of The Greater New York Savings Bank for the Quarter Ended March 31, 1997
with all exhibits thereto, as filed with the Federal Deposit Insurance Corporation.
99.6 -- Registration Statement on Form F-1 of The Greater New York Savings Bank, filed with the Federal Deposit
Insurance Corporation on May 5, 1987.
99.7 -- Form 8-K dated July 18, 1997, filed with the Federal Deposit Insurance Corporation on July 22, 1997.
99.8 -- Form 8-K dated July 24, 1997, filed with the Federal Deposit Insurance Corporation on July 24, 1997.
</TABLE>
<PAGE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in The City of New York,
State of New York on this 24th day of July 1997.
Greater New York Bancorp Inc.
By: /s/ Gerard C. Keegan
------------------------------
Name: Gerard C. Keegan
Title: Director, Chief Executive Officer
and President
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities indicated on July 24, 1997.
<TABLE>
<CAPTION>
Signature Title
--------- ------
<S> <C>
Principal Executive Officer and Sole Director:
/s/ Gerard C. Keegan Director, Chief Executive Officer and President
-------------------------------------
(Gerard C. Keegan)
Controller:
/s/ Philip T. Spies Senior Vice President and Controller
-------------------------------------
(Philip T. Spies)
</TABLE>
<PAGE>
<PAGE>
Exhibit Index
<TABLE>
<CAPTION>
Exhibit
Number Description of Document Location
------- ----------------------- --------
<S> <C> <C> <C>
2 -- Agreement and Plan of Reorganization. ................ Previously filed.
3.1 -- Amended and Restated Certificate of Incorporation of
Greater New York Bancorp Inc. ........................ Previously filed.
3.2 -- By-Laws of Greater New York Bancorp Inc. ............. Previously filed.
4.1 -- Instruments defining the rights of security
holders .............................................. Previously filed.
4.2 -- Bancorp Rights Agreement.............................. Previously filed.
5 -- Opinion of Sullivan & Cromwell as to validity of
securities. .......................................... Previously filed.
8 -- Opinion of Sullivan & Cromwell as to tax matters. .... Previously filed.
12 -- Computation of Consolidated Ratios of Earnings to
Combined Fixed Charges and Preferred Stock Dividend
Requirements.......................................... Previously filed.
21 -- Subsidiaries of Greater New York Bancorp Inc. ........ Previously filed.
23.1 -- Consent of Sullivan & Cromwell (included in Exhibits 5
and 8). .............................................. Previously filed.
23.2 -- Consent of KPMG Peat Marwick LLP. .................... Previously filed.
23.3 -- Consent of Persons About to become Directors.......... Previously filed.
99.1 -- Form of Proxy Card ................................... Previously filed.
99.2 -- Annual Report on Form F-2 of The Greater New York
Savings Bank for the fiscal year ended December 31,
1996, as filed with the Federal Deposit Insurance
Corporation (including as exhibits thereto the Bank's
Restated Organization Certificate, Bank's Bylaws, Rights
Agreement, material employment agreements, material
severance agreements, director, officer and employee
benefit plans, statement re: computation of earnings
per share for the years ended December 31, 1996, 1995
and 1994, financial data schedule and 1996 Annual
Report to Stockholders (pages 23-76 and 79)).......... Previously filed.
99.3 -- Form F-3, filed with the Federal Deposit Insurance
Corporation on April 10, 1997......................... Previously filed.
99.4 -- Letter to Stockholders, dated April 10, 1997. ........ Previously filed.
99.5 -- Quarterly Report on Form 10-Q of The Greater New York
Savings Bank for the Quarter Ended March 31, 1997 with
all exhibits thereto, as filed with the Federal
Deposit Insurance Corporation.......................... Previously filed.
99.6 -- Registration Statement on Form F-1 of The Greater New
York Savings Bank, filed with the Federal Deposit
Insurance Corporation on May 5, 1987 (including only
the cover page, page 10 and pages 70-75 of exhibit (a)
"Offering Circular dated April 10, 1987" thereto). ... Previously filed.
99.7 -- Form 8-K dated July 18, 1997, filed with the Federal
Deposit Insurance Corporation on July 22, 1997........ Previously filed.
99.8 -- Form 8-K dated July 24, 1997, filed with the Federal
Deposit Insurance Corporation on July 24, 1997........ Filed herewith.
</TABLE>
<PAGE>
<PAGE>
EXHIBIT 99.8
FEDERAL DEPOSIT INSURANCE CORPORATION
Washington, D.C. 20429
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 24, 1997
THE GREATER NEW YORK SAVINGS BANK
------------------------------------------------
(Exact name of bank as specified in its charter)
FDIC Insurance Certificate No. 16015-6
New York 11-0754650
--------------------------------------------- ---------------------------
(State or other jurisdiction of incorporation (I.R.S. employer
or organization) identification no.)
One Penn Plaza, New York, NY 10019 (212) 613-4000
------------------------------------ ---------------------------
(Address of administrative office) (Bank's telephone number,
including area code)
<PAGE>
<PAGE>
ITEM 5. OTHER EVENTS
On July 24, 1997, The Greater New York Savings Bank issued a press
release announcing its financial position at June 30, 1997 and earnings for
the quarter and six-months ended June 30, 1997. The press release, which is
included herewith as Exhibit 99, is incorporated herein by reference.
The press release should be read in conjunction with The Greater New
York Savings Bank's Annual Report on Form F-2 (equivalent to Form 10-K) for
the year ended December 31, 1996, as updated by its Quarterly Report on
Form 10-Q for the quarter ended March 31, 1997.
In the opinion of management, all material adjustments necessary for a
fair presentation of the financial position and results of operations for the
interim periods presented have been made. All such adjustments were of a normal
recurring nature. The results of operations for the quarter and six-months ended
June 30, 1997 are not necessarily indicative of the results of operations that
may be expected for the full year or any other interim period.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Not Applicable
(b) Not Applicable
(c) Exhibits
Exhibit 99....Press release issued by The Greater New York Savings
Bank on July 24, 1997, announcing its financial position
at June 30, 1997 and its results of operations for the
quarter and six-months ended June 30, 1997.
2
<PAGE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, The
Greater New York Savings Bank has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
THE GREATER NEW YORK SAVINGS BANK
July 24, 1997 By: /s/ Gerard C. Keegan
----------------------------------
Gerard C. Keegan,
Chairman, President and Chief Executive Officer
3
<PAGE>
<PAGE>
THE GREATER NEW YORK SAVINGS BANK
CURRENT REPORT OF FORM 8-K DATED JULY 24, 1997
EXHIBIT INDEX
Exhibit
Number Description of Exhibit
- ------- ----------------------
99 Press release issued by The Greater New York Savings
Bank on July 24, 1997, announcing its financial position
at June 30, 1997 and its results of operations for the
quarter and six-months ended June 30, 1997.
4
<PAGE>
<PAGE>
EXHIBIT 99
to Form 8-K
{Bank Logo}
The Greater New York Savings Bank
Administrative Headquarters
One Penn Plaza, New York, NY 10019
Telephone 212 613-4000
NEWS RELEASE
July 24, 1997
CONTACT: FRASER P. SEITEL, (212) 613-4073
FOR IMMEDIATE RELEASE
THE GREATER NEW YORK SAVINGS BANK
REPORTS HIGHER SECOND QUARTER EARNINGS
DECLARES CASH DIVIDEND ON COMMON STOCK
The Greater New York Savings Bank (NASDAQ: GRTR) today reported that its
net income in the second quarter of 1997 increased to $4.7 million, or $0.20 per
fully diluted common share, from $4.3 million, or $0.17 per share, in the second
quarter of 1996. For the first half of 1997, net income rose to $9.4 million, or
$0.39 per share, from $8.5 million, or $0.33 per share, for the same period of
1996.
The Bank also announced that its Board of Directors declared a quarterly
cash dividend of $.05 per common share, payable September 2, 1997 to holders of
record at the close of business on August 15, 1997.
- more -
<PAGE>
<PAGE>
2
The increases in 1997 net income over the corresponding periods of 1996
were primarily due to higher net interest and dividend income and lower expenses
associated with nonperforming loans and real estate activities. These
improvements were offset in part by a decline in noninterest income and an
increase in the provision for income taxes.
As previously announced, the Bank signed a definitive merger agreement
with Astoria Financial Corporation for The Greater to merge into Astoria Federal
Savings and Loan Association, Astoria Financial's wholly-owned thrift
subsidiary.
Gerard C. Keegan, Chairman, President and Chief Executive Officer of The
Greater, said, "We are pleased with the Bank's continued strong performance
during the quarter and we look forward to joining forces with Astoria Federal."
MERGER AGREEMENT
Under the terms of the merger agreement, each share of The Greater's
common stock will be converted into either 0.50 shares of Astoria Financial
common stock or $19.00 in cash with 75% of The Greater shares being converted
into Astoria Financial common stock and 25% being exchanged for cash, subject to
certain election, allocation and proration procedures.
- more -
<PAGE>
<PAGE>
3
The transaction is subject to approval by the shareholders and the
appropriate regulatory authorities of both the Bank and Astoria Financial, as
well as the satisfaction of certain other conditions. A special meeting of the
shareholders of the Bank will be held on August 1, 1997 to vote on the merger.
Subject to the approvals, the merger is expected to close at the end of the
third quarter of 1997.
REVENUES
Net interest and dividend income, The Greater's primary source of
income, grew to $19.1 million in the second quarter of 1997, from $18.0 million
in the same quarter of 1996. For the first six months of 1997, net interest and
dividend income rose to $38.0 million, from $35.9 million in the same period a
year ago.
The growth in net interest and dividend income for both periods
reflected a stronger net interest margin. The Greater's net interest margin
improved to 3.14% in the second quarter of 1997, from 2.96% in the second
quarter of 1996. For the first half of the year, the margin increased to 3.12%,
from 2.97% in the 1996 first half. The improved margin was largely a function of
growth in the Bank's net interest-earning assets and a higher interest rate
spread.
One-to-four family and cooperative loan originations in the first half
of 1997 aggregated $104 million, a 77% increase from $58 million in the same
period of 1996.
- more -
<PAGE>
<PAGE>
4
Noninterest income for the second quarter of 1997 totaled $1.8 million,
down from $2.6 million in the comparable period of 1996. For the first half of
1997, noninterest income amounted to $3.9 million, versus $4.6 million in the
same period of 1996. The declines primarily reflected lower income from mortgage
servicing and the prepayment of commercial real estate loans. The reduction in
servicing income was due to the sale in September 1996 of a substantial portion
of the Bank's servicing portfolio.
PROVISIONS FOR LOAN AND REAL ESTATE LOSSES
The combined provision for loan and real estate losses totaled $0.5
million in the second quarter of 1997 and $1.0 million for the first half of
this year, unchanged from the same periods of 1996.
NONINTEREST EXPENSES
Expenses for nonperforming loans and real estate activities declined to
$0.5 million in the second quarter of 1997, from $1.0 million in the same
quarter of 1996. For the first half of the year, these expenses were reduced to
$1.5 million, from $1.8 million in the comparable period a year ago.
All other noninterest expenses in the 1997 second quarter increased
slightly to $12.3 million, from $12.1 million in the second quarter of 1996. For
the first half of 1997, the same expenses amounted to $24.2 million, compared to
$24.1 million in the corresponding period of 1996.
- more -
<PAGE>
<PAGE>
5
INCOME TAXES
Income tax expense in the second quarter amounted to $2.8 million,
compared to $2.7 million in the second quarter of 1996. For the first half of
the year, the provision for income taxes amounted to $5.6 million, compared to
$5.1 million in the comparable period of 1996. The Bank's effective tax rate was
37% for both periods of 1997, compared to 39% in the second quarter of 1996 and
38% for the 1996 first half.
NONPERFORMING ASSETS/ALLOWANCES FOR LOAN AND REAL ESTATE LOSSES
At June 30, 1997, The Greater's nonperforming assets amounted to $52.1
million, or 2.02% of total assets, an increase from $45.6 million, or 1.79%, at
December 31, 1996 and $38.7 million, or 1.51%, at March 31, 1997. Most of the
increase from March 31,1997 was due to one loan relationship classified as a
troubled debt restructuring that became ninety days past due during the quarter.
This relationship is expected to return to an interest-earning status in the
third quarter of 1997.
At June 30, 1997, the combined allowance for loan and real estate losses
amounted to $20.6 million, compared to $20.5 million at year-end 1996. The
combined allowance (excluding the reserve related to real estate held for
development) represented 36% of nonperforming assets at June 30, 1997, compared
to 42% at December 31, 1996.
RETURN ON AVERAGE EQUITY AND ASSETS
Return on average equity improved to 8.87% in the second quarter of
1997, from 8.56% in the 1996 second quarter. For the first half of the year, the
return on average equity increased to 8.90%, from 8.56% in the first half of
1996.
- more -
<PAGE>
<PAGE>
6
Return on average assets improved to 0.74% for both the second quarter
and first half of 1997, from 0.66% in the corresponding periods of 1996.
STOCKHOLDERS' EQUITY, BOOK VALUE AND REGULATORY CAPITAL
Stockholders' equity increased to $216.8 million at June 30, 1997, from
$209.6 million at December 31, 1996. Similarly, the ratio of stockholders'
equity to total assets improved to 8.40% at June 30, 1997, from 8.25% at
year-end 1996. Book value per common share rose to $11.74 at June 30, 1997, from
$11.31 at December 31, 1996.
The Greater's Tier 1 leverage capital ratio increased to 7.39% at June
30, 1997, from 7.06% at December 31, 1996. The Greater's total risk-based
capital ratio also improved to 15.93% at June 30, 1997, from 14.62% at December
31, 1996.
On July 3, 1997, the trustee of the Bank's Employee Stock Ownership Plan
converted all of the outstanding shares of the Bank's Series A, 8.25%
Convertible Preferred Stock into the Bank's common stock. The conversion will
result in a third quarter reclassification of $5.1 million of preferred equity
to common equity, which will increase the Bank's Tier 1 leverage capital ratio
by approximately 20 basis points.
The Greater New York Savings Bank is a state-chartered, community-based
savings bank with assets of $2.6 billion, deposits of $1.6 billion and
stockholders' equity of $216.8 million at June 30, 1997. Founded in Brooklyn in
1897, The Greater has been meeting the deposit and credit needs of New York area
residents for a century. The Bank has 14 neighborhood branches in Brooklyn,
Queens and Long Island.
# # # # #
<PAGE>
<PAGE>
THE GREATER NEW YORK SAVINGS BANK AND SUBSIDIARIES
CONDENSED STATEMENTS OF INCOME
(Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
Quarter Ended
---------------------------------------------
June 30, June 30, March 31,
----------- ------------ ------------
1997 1996 1997
---- ---- ----
<S> <C> <C> <C>
Net interest and dividend income $19,056 $17,957 $18,896
Provisions for loan and real estate losses (1) 500 500 500
Noninterest income 1,830 2,585 2,041
Nonperforming loan and real estate activities expense 497 996 992
Other noninterest expenses 12,307 12,101 11,932
---------- ------------ -----------
INCOME BEFORE TAXES 7,582 6,945 7,513
Tax expense 2,836 2,693 2,810
---------- ------------ -----------
NET INCOME 4,746 4,252 4,703
---------- ------------ -----------
Preferred dividend requirements 1,801 1,799 1,802
---------- ------------ -----------
Net income applicable to common shareholders $2,945 $2,453 $2,901
========== ============ ===========
CORE EARNINGS (2) $8,082 $7,425 $8,013
========== ============ ===========
PRIMARY EARNINGS PER SHARE (3) $0.21 $0.18 $0.21
========== ============ ===========
FULLY DILUTED EARNINGS PER SHARE (3,4) $0.20 $0.17 $0.20
========== ============ ===========
DIVIDENDS DECLARED PER COMMON SHARE $0.05 $0.00 $0.05
========== ============ ===========
Notes
- -------------------------------------------------------------------------------------------------------------
(1) Provision for loan losses $500 $500 $ -
Provision for real estate losses - - 500
---------- ------------ ----------
$500 $500 $500
========== ============ ===========
(2) Core earnings is defined as income before (i) income taxes,
(ii) net gain on sale of securities and
(iii) provisions for loan and real estate losses.
(3) Average common shares and dilutive equivalents
outstanding used to compute:
Primary earnings per share 14,018,208 13,563,857 13,884,527
Fully diluted earnings per share 15,450,900 15,210,502 15,361,009
(4) Adjusted net income applicable to common shareholders
used to compute fully diluted earnings per share $3,048 $2,545 $3,004
</TABLE>
-7-
<PAGE>
<PAGE>
THE GREATER NEW YORK SAVINGS BANK AND SUBSIDIARIES
SELECTED FINANCIAL DATA AND RATIOS
(Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
Quarter Ended
------------------------------------------
June 30, June 30, March 31,
---------- ---------- ------------
1997 1996 1997
---- ---- ----
<S> <C> <C> <C>
FOR THE PERIOD ENDED:
Earning asset yield 7.43% 7.33% 7.37%
Cost of funds 4.57 4.60 4.52
Interest rate spread 2.86 2.73 2.85
Net interest margin 3.14 2.96 3.11
Average interest-earning assets to
average interest-bearing liabilities 1.06X 1.05X 1.06X
Return on average assets 0.74% 0.66% 0.74%
Return on average equity 8.87 8.56 8.92
Efficiency ratio (1) 58.9 59.0 57.0
Net chargeoffs (recoveries):
Loans $341 $2,120 $649
Real estate $18 $22 ($153)
AT THE PERIOD ENDED:
Stockholders' equity to total assets ratio 8.40% 7.90% 8.28%
Tier 1 leverage capital ratio (2) 7.39 6.48 7.31
Total risk-based capital ratio 15.93 13.20 15.35
Negative one-year gap to total assets ratio 4.5 2.2 4.1
Book value per common share $11.74 $10.88 $11.48
Common shares outstanding (2) 13,716,985 13,388,040 13,677,565
Troubled debt restructurings (3) $142,046 $158,016 $155,019
Nonperforming assets:
Nonperforming loans (3) $38,964 $55,758 $26,545
Real estate acquired through foreclosure 13,091 9,980 12,178
---------- ------------ ----------
$52,055 $65,738 $38,723
========== ============ ==========
Nonperforming assets as a percentage of total assets 2.02% 2.59% 1.51%
Allowance for loan losses $16,738 $21,830 $16,579
Allowance for real estate losses $3,905 $3,378 $3,923
Allowances for loan and real estate losses as a
percentage of nonperforming assets (4) 36% 36% 49%
Notes
- ------------------------------------------------------------------------------------------------------------
(1) The efficiency ratio is defined as other noninterest expenses as a percentage of net interest and
dividend income plus noninterest income, excluding net gain on sale of securities.
(2) On July 3, 1997, the trustee of the ESOP converted all 1,477,802 outstanding shares of Series A ESOP
Convertible Preferred Stock into 1,396,227 shares of the Bank's Common Stock. This will result in a third
quarter reclassification of $5,110 of preferred equity to common equity and approximately a 20 basis point
increase in the Tier 1 leverage capital ratio.
(3) Loans that were considered impaired under SFAS No. 114 were as follows:
Performing loans $4,181 $6,987 $4,675
Restructured loans 82,180 60,164 92,112
Nonperforming loans 38,964 55,758 26,545
-------- -------- --------
$125,325 $122,909 $123,332
======== ======== ========
(4) Ratio excludes allowance for real estate held for development.
</TABLE>
-8-
<PAGE>
<PAGE>
THE GREATER NEW YORK SAVINGS BANK AND SUBSIDIARIES
CONDENSED STATEMENTS OF INCOME
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
------------------------
June 30, June 30,
---------- ----------
1997 1996
---------- ----------
<S> <C> <C>
Net interest and dividend income $ 37,952 $ 35,937
Provisions for loan and real estate losses(1) 1,000 1,000
Noninterest income 3,871 4,578
Nonperforming loan and real estate activities expense 1,489 1,839
Other noninterest expenses 24,239 24,077
---------- ----------
INCOME BEFORE TAXES 15,095 13,599
Tax expense 5,646 5,135
---------- ----------
NET INCOME 9,449 8,464
---------- ----------
Preferred dividend requirements 3,603 3,605
---------- ----------
Net income applicable to common shareholders $ 5,846 $ 4,859
========== ==========
CORE EARNINGS(2)
$ 16,095 $ 14,579
========== ==========
PRIMARY EARNINGS PER SHARE(3) $0.42 $0.36
===== =====
FULLY DILUTED EARNINGS PER SHARE(3,4) $0.39 $0.33
===== =====
DIVIDENDS DECLARED PER COMMON SHARE $0.10 $0.00
===== =====
Notes
- -----------------------------------------------------------------------------------------------------------------
(1) Provision for loan losses $ 500 $ 1,000
Provision for real estate losses 500 -
---------- ----------
$ 1,000 $ 1,000
========== ==========
(2) Core earnings is defined as income before (i) income taxes, (ii) net gain
on sale of securities and (iii) provisions for loan and real estate losses.
(3) Average common shares and dilutive equivalents outstanding used to compute:
Primary earnings per share 13,951,271 13,547,906
Fully diluted earnings per share 15,430,020 15,211,764
(4) Adjusted net income applicable to common shareholders used to compute fully
diluted earnings per share $6,052 $5,047
</TABLE>
-9-
<PAGE>
<PAGE>
THE GREATER NEW YORK SAVINGS BANK AND SUBSIDIARIES
SELECTED FINANCIAL DATA AND RATIOS
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
------------------
June 30, June 30,
-------- --------
1997 1996
---- ----
<S> <C> <C>
FOR THE PERIOD ENDED:
Earning asset yield 7.40% 7.38%
Cost of funds 4.55 4.63
Interest rate spread 2.85 2.75
Net interest margin 3.12 2.97
Average interest-earning assets to average interest-bearing liabilities 1.06x 1.05x
Return on average assets 0.74% 0.66%
Return on average equity 8.90 8.56
Efficiency ratio(1) 58.0 59.5
Net chargeoffs (recoveries):
Loans $990 $3,163
Real estate ($135) ($102)
Note
- --------------------------------------------------------------------------------
(1) The efficiency ratio is defined as other noninterest expenses as a
percentage of net interest and dividend income plus noninterest income,
excluding net gain on sale of securities.
</TABLE>
-10-
<PAGE>
<PAGE>
THE GREATER NEW YORK SAVINGS BANK AND SUBSIDIARIES
CONDENSED STATEMENTS OF FINANCIAL CONDITION
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
June 30, 1997 December 31, 1996
------------- -----------------
<S> <C> <C>
ASSETS
Cash and cash equivalents $34,488 $28,146
Securities available for sale, net 204,087 215,961
Securities held to maturity:
Mortgage-backed, net 1,077,608 1,042,843
Other bonds and notes, net 129,858 131,478
Federal Home Loan Bank stock 24,250 23,600
Loans receivable 980,447 968,568
Allowance for loan losses (16,738) (17,228)
------------- -----------------
Loans receivable, net 963,709 951,340
Deferred tax asset, net 40,365 45,365
All other assets 104,733 103,155
------------- -----------------
TOTAL ASSETS $ 2,579,098 $ 2,541,888
============= =================
LIABILITIES
Deposits $ 1,643,100 $ 1,666,674
Borrowed funds 689,504 640,384
All other liabilities 29,736 25,182
------------- -----------------
TOTAL LIABILITIES 2,362,340 2,332,240
------------- -----------------
STOCKHOLDERS' EQUITY
Preferred equity(1) 52,422 52,418
Common equity(1) 164,336 157,230
------------- -----------------
TOTAL STOCKHOLDERS' EQUITY 216,758 209,648
------------- -----------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 2,579,098 $ 2,541,888
============= =================
NOTE
________________________________________________________________________________
(1) See Note (2) on page 8.
</TABLE>
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