SOUTH JERSEY FINANCIAL CORP INC
8-K, 2000-05-02
SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K
                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
       Date of Report (Date of earliest event reported) April 26, 2000

                    SOUTH JERSEY FINANCIAL CORPORATION, INC.
                    ----------------------------------------
             (Exact name of registrant as specified in its charter)

         Delaware                      0-24997                 22-3615289
         --------                      ---------               ----------
(State or other Jurisdiction of     (Commission             (IRS Employer
incorporation or organization)      File Number)            Identification No.)

        4651 Route 42 Turnersville, New Jersey                  08012
        --------------------------------------                  -----
        (Address of principal executive offices)              (Zip Code)

                                 (856) 629-6000
                                 --------------
              (Registrant's telephone number, including area code)

                                 Not Applicable
                                 --------------
         (Former name or former address, if changed since last report.)
<PAGE>

Item 5.  Other Events.

         On April 26, 2000,  South Jersey  Financial  Corporation,  Inc. ("South
Jersey")  issued a press  release  which  announced  that its Board of Directors
declared  a  dividend  of  $.09  per  share.  The  dividend  is  to be  paid  to
shareholders  of record as of May 10, 2000.  It will be paid on or about May 25,
2000.

         A press release announcing the dividend is attached as Exhibit 99.

Item 7.  Financial Statements and Other Exhibits.

         Exhibit 99 Press Release dated April 26, 2000.


                                   SIGNATURES

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.


Dated:  April 28, 2000              By: /s/Robert J. Colacicco
                                        ----------------------
                                        Robert J. Colacicco
                                        President and Chief Executive Officer



Dated:  April 28, 2000              By: /s/Gregory M. DiPaolo
                                        ---------------------
                                        Gregory M. DiPaolo
                                        Executive Vice President, Treasurer
                                        and Chief Operating Officer



Exhibit 99     Press Release
                    South Jersey Financial Corporation, Inc.

                                                           FOR IMMEDIATE RELEASE
                                                     Contact: Gregory M. DiPaolo
                                                          EVP, Treasurer and COO
                                                                  (856) 629-6000

                    SOUTH JERSEY FINANCIAL CORPORATION, INC.
           ANNOUNCES FIRST QUARTER 2000 RESULTS and DECLARES DIVIDEND

South Jersey  Financial  Corporation,  Inc.  (NASDAQ:  SJFC) (the "Company") the
holding  company for South Jersey  Savings and Loan  Association  announces  net
income of $727 thousand,  or $.23 basic and $.22 diluted earnings per share, for
the quarter ended March 31, 2000 compared to core operating earnings (net income
excluding  the  foundation  contribution  and the  related  tax  effect) of $552
thousand  for the same  period  last  year,  representing  an  increase  of $175
thousand,  or 31.7%.  Including a non-recurring  charge  resulting from the $2.8
million contribution to establish the South Jersey Savings Charitable Foundation
and the related tax benefit of $1.1 million,  the Company experienced a net loss
of $1.1 million for the quarter ended March 31, 1999.

Robert J. Colacicco,  President and Chief Executive Officer,  stated, "The first
quarter  results  show  strong  earnings,  and,  today,  the Board of  Directors
announces the  declaration of a cash dividend of $.09 per share to  shareholders
of record on May 10, 2000, payable on or about May 25, 2000. As mentioned in our
press release of March 15, 2000, South Jersey Financial Corporation and Richmond
County Financial  Corporation have entered into a definitive  agreement pursuant
to which Richmond would acquire South Jersey in an all cash  transaction  valued
at $68.0  million.  We are excited with the  opportunity  to assist  Richmond in
their  continued  expansion into the New Jersey market place and look forward to
being a part of Richmond's New Jersey franchise,  while affording us the ability
to maximize value for our shareholders."

For the quarter ended March 31, 2000,  net interest  income after  provision for
loan losses totaled $2.7 million  compared to $2.2 million for the quarter ended
March 31,  1999,  an increase of $460  thousand,  or 20.9%.  This  increase  was
primarily due to an increase of $20.7 million in the average balance of interest
earning assets.  The increase in interest earning assets was funded primarily by
increases in advances.  Non-interest income was $142 thousand,  which included a
net loss on the sale of loans and  investments  of $3 thousand,  for the quarter
ended March 31, 2000 compared to $143 thousand,  which included a net loss of $2
thousand on the sale of  mortgage  servicing,  for the  quarter  ended March 31,
1999.  Non-interest expense was $1.7 million, or 2.00% of average monthly assets
for the quarter  ended March 31, 2000  compared to $1.5 million  (excluding  the
foundation  contribution),  or 1.92% of average  monthly  assets for the quarter
ended March 31, 1999, an increase of $180  thousand,  or 12.1%.  The increase in
non-interest expense was primarily attributed to an increase in expenses related
to the ESOP  and  establishment  of the  Company's  Restricted  Stock  Plan,  an
increase in fixed asset expense and an increase in costs associated with being a
publicly owned company.

Total assets at March 31, 2000 were $328.1 million compared to $334.5 million at
December 31, 1999, a decrease of $6.4 million, or 1.9%. Net loans decreased $3.2
million,  or 2.2%,  to $144.4  million at March 31, 2000 from $147.7  million at
December 31, 1999.  Shareholders'  equity  decreased  $4.0 million,  or 7.1%, to
$53.2  million at March 31, 2000 compared to $57.2 million at December 31, 1999.
The  decrease  in  shareholders'  equity  was  primarily  a  result  of a  stock
repurchase  in the amount of $2.8 million and stock  acquired for the  Company's
Restricted Stock Plan in the amount of $1.7 million.
<PAGE>
South Jersey Financial Corporation, Inc. is the holding company for South Jersey
Savings  and  Loan  Association,   a  state-chartered  stock  savings  and  loan
association  with three  offices  located in Gloucester  and Camden  counties in
southern New Jersey.

Statements  contained  in this news  release,  which are not  historical  facts,
contain  forward-looking  statements  as that  term is  defined  in the  Private
Securities  Litigation Reform Act of 1995. Such  forward-looking  statements are
subject to risk and  uncertainties,  which could cause actual  results to differ
materially  from those currently  anticipated due to a number of factors,  which
include,  but are not limited to,  factors  discussed in documents  filed by the
Company with the Securities and Exchange Commission from time to time.

<PAGE>

          SOUTH JERSEY FINANCIAL CORPORATION
    ----------------------------------------------------------------------------
<TABLE>
<CAPTION>

    Selected Income Statement Data (Unaudited)
    (Dollars in thousands except per share data)                          Three Months Ended
                                                                              March 31,
                                                                    -------------------------------
                                                                        2000             1999
                                                                    --------------   --------------
<S>                                                                  <C>               <C>

        Interest income                                              $ 5,595           $ 5,037
        Interest expense                                               2,914             2,756
                                                                    --------------   --------------
        Net interest income                                            2,681             2,281
        Provision for loan losses                                         15                75
                                                                    --------------   --------------
        Net interest income after provision for loan losses            2,666             2,206
        Non-interest income                                              142               143
        Operating expense                                              1,663             1,483
                                                                    --------------   --------------
        Income before taxes and contribution expense                   1,145               866
        Income tax expense                                               418               314
                                                                    --------------   --------------
        Net income before foundation contribution expense                727               552
        Foundation contribution expense net of tax benefit                 0            (1,698)
                                                                    --------------   --------------
        Net income (Loss)                                            $   727          $ (1,146)
                                                                    ==============   ==============

        Weighted average shares outstanding (1)                    3,180,839         3,490,061
        Basic earnings per share                                        0.23             (0.40)(2)
        Diluted earnings per share                                      0.22             (0.40)(2)
</TABLE>
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<TABLE>
<CAPTION>

    Performance Ratios (Unaudited)                                        Three Months Ended
    (Excludes foundation contribution in 1999)                                 March 31,
                                                                    -------------------------------
                                                                        2000             1999
                                                                    --------------   --------------
<S>                                                                     <C>              <C>
        Return on average monthly equity                                5.27%            4.41%
        Return on average monthly assets                                0.88%            0.72%
        Operating expense as a % of average monthly assets              2.00%            1.92%
        Net interest margin as a % of interest earning assets           3.34%            3.00%
</TABLE>
<PAGE>


    ----------------------------------------------------------------------------
<TABLE>
<CAPTION>

    Selected Balance Sheet Data (Unaudited)
    (Dollars in thousands except per share data)                                           March 31,               December 31,
                                                                                             2000                    1999
                                                                                       -----------------       ------------------
<S>                                                                                       <C>                     <C>
        Total assets                                                                      $ 328,090               $ 334,473
        Net loans receivable                                                                144,433                 147,658
        Mortgaged-backed securities (net)                                                    82,987                  82,991
        Investment securities, FHLB stock and cash                                           92,999                  96,290
        Total deposits                                                                      240,545                 237,852
        Total advances                                                                       32,083                  37,074
        Total shareholders' equity                                                           53,205                  57,248
        Ending shares outstanding (1)                                                     3,039,240               3,320,517
        Book value per share                                                                  17.51                   17.24
        Book value per share including total ESOP shares and stock awards                     15.54                   15.89
        Shareholders' equity to total assets                                                  16.22%                  17.12%
</TABLE>
    ----------------------------------------------------------------------------
<TABLE>
<CAPTION>

    Asset Quality (Unaudited)
    (Dollars in thousands)                                                              March 31,              December 31,
                                                                                          2000                    1999
                                                                                    -----------------       ------------------
<S>                                                                                       <C>                    <C>
        Nonperforming assets (3)                                                            $ 365                 $ 131
        Asset valuation allowance                                                           1,030                 1,044
        Nonperforming assets as a % of assets                                               0.11%                  0.04%
        Asset valuation allowance as a % of nonperforming assets                          282.19%                796.95%
        Nonperforming loans as a % of net loans                                             0.25%                  0.09%
</TABLE>

    ----------------------------------------------------------------------------

(1)  Does not include unreleased ESOP and stock award shares for purposes of the
     weighted   average  shares   outstanding  and  ending  shares   outstanding
     calculations.  Total shares  outstanding  including the unreleased ESOP and
     stock award shares and  excluding  the treasury  shares total  3,423,571 at
     March 31, 2000 and 3,603,759 at December 31, 1999.
(2)  Reflects  earnings (loss) since becoming a stock company as of February 12,
     1999.
(3)  Nonperforming  assets  include  non-accrual  loans,  real estate  owned and
     troubled debt restructurings.




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