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
January 20, 1995
(Date of earliest event reported)
NORTH FORK BANCORPORATION, INC.
(Exact name of Registrant as specified in its charter)
Delaware 0-10280 36-3154608
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
9025 Main Road, Mattituck, New York 11952
(Address of principal executive offices, including zip code)
(516) 298-5000
(Registrant's telephone number, including area code)
NOT APPLICABLE
(Former name or former address, if changed since last report)
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Item 5. Other Events
North Fork Bancorporation, Inc. issued a press release announcing its
earnings for the quarter and year ended December 31, 1994. A copy of such press
release is attached hereto as Exhibit 99 and is incorporated herein by
reference.
Item 7. Financial Statement and Exhibits
(c) The following Exhibit is filed with this Current Report on Form 8-K:
Exhibit
Number Description
99 Press Release of North Fork Bancorporation, Inc., dated
January 20, 1995.
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SIGNATURE
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 hereunder duly authorized.
Date: February 10, 1995
NORTH FORK BANCORPORATION, INC.
By: /s/Daniel M. Healy
Name: Daniel M. Healy
Title: Executive Vice President and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit
Number Description
99 Press Release of North Fork Bancorporation, Inc., dated
January 20, 1995.
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EXHIBIT 99
(North Fork Bancorp Logo)
PRESS RELEASE
FOR IMMEDIATE RELEASE Contact: Daniel M. Healy
Executive Vice President &
Chief Financial Officer
NORTH FORK BANCORP ANNOUNCES
NET INCOME FOR FULL-YEAR AND FOURTH QUARTER 1994
Mattituck, N.Y. - January 20, 1995 - North Fork Bancorporation, Inc.
(NYSE:NFB) reported net income of $29.7 million, or $1.25 per share,for the year
ended December 31, 1994, as compared with net income of $25.6 million, or $1.10
per share, in 1993. The operating results include Metro Bancshares Inc., which
was acquired November 30, 1994, in a pooling of interests transaction.
Consequently, the consolidated financial statements and financial highlights of
North Fork have been retroactively restated for all reporting periods to include
Metro. Net income for the quarter ended December 31, 1994 was $1.0 million, or
$.04 per share, compared to $7.0 million, or $.30 per share for the fourth
quarter of 1993. Included in operating results are merger and related
restructuring charges of $14.3 million associated with the Metro acquisition,
substantially all of which were incurred in the fourth quarter, as well as, net
security losses of $9.2 million and $7.2 million for the year and fourth quarter
of 1994, respectively. The security losses incurred in the fourth quarter were
in conjunction with a repositioning of the Company's securities portfolio giving
consideration to securities acquired in the Metro transaction, and to reduce the
combined companies exposure to further increases in interest rates.
The per share earnings, excluding the aforementioned merger and restructure
costs, and net security losses, less the related tax effects, would have been
$1.84, and $.57 for the year and fourth quarter 1994, respectively. For the
year, North Fork had a return on average assets of 1.01%, as reported, or 1.49%,
excluding these charges. Its return on average equity was 12.12%, as reported,
or 17.9%, as adjusted. "We have been able to achieve all key components of our
business strategy while gaining earnings momentum as we enter 1995, a larger and
stronger organization positioned to capitalize on market place opportunities,"
stated John Adam Kanas, Chairman, President and Chief Executive Officer.
Weighted average shares outstanding, including the effects of shares issued in
the Metro transaction, were 23.8 million and 24.0 million, for the year and
quarter ended December 31, 1994, respectively. Total shares outstanding at year
ended December 31, 1994 rose to 23.0 million.
Net interest income on a fully taxable equivalent basis was $34.7 and $134.4
million for the three months and year ended December 31, 1994, respectively.
Such amounts were $31.0 million and $119.9 million for the comparable periods in
the preceding year. The net interest margin on a fully taxable equivalent basis
rose to 5.15% in the 1994 fourth quarter compared to 4.87% in the immediately
preceding quarter. The net interest margin was 4.83% for the full year 1994
compared to 4.54% for 1993. These improved trends in net interest margin are
primarily the result of the rising interest rate environment experienced
throughout 1994, as well as, growth in demand deposit balances. Loans, net of
unearned income, rose to $1.8 billion at year end 1994, a 4.6% increase over
1993. The improvement was primarily in the Company's multi-family mortgage line
of business acquired in the Metro acquisition. "We are encouraged by our loan
growth and demand, that we believe is reflective of improving economic
conditions. However, we remain steadfast in our adherence to high levels of
credit quality and controls," said Mr. Kanas.
Demand deposit balances, an important funding source, increased to a record
$331 million at year end 1994. Non-interest income, excluding the effects of
security transactions, was $19.0 million and $4.7 million for year and quarter
ended December 31, 1994, respectively,compared to $18.9 million and $4.4 million
for the comparable periods for 1993. Service charges on deposit accounts, for
the year increased approximately 19% offsetting the decline in mortgage banking
operations. Further, trust and investment management fees increased 8% for the
year as assets under management exceeded $500 million for the first time. The
Company's core efficiency ratio improved to 48.5% in the fourth quarter as the
Company continues to stress cost controls over every aspect of its business. "We
expect the core efficiency ratio to improve further in 1995 as we realize the
full economic benefits of the Metro acquisition," stated Daniel M. Healy,
Executive Vice President and Chief Financial Officer.
Non-performing assets at year end 1994 of $47.0 million constitute 1.73% of
total assets, compared to $70.2 million, or 2.43% of total assets for 1993. The
allowance for loan losses was 148% of non-performing loans in 1994, as compared
to 129% in 1993.
North Fork Bancorporation, Inc., with total assets of $2.7 billion, deposits
of $2.3 billion and stockholders' equity of $254.9 million, or $11.06 per share,
is the holding company for North Fork Bank, 46 branch commercial bank operating
in Suffolk, Nassau, Queens, Westchester and Rockland Counties. North Fork
recently announced that it is in discussions to acquire Great Neck Bancorp, the
parent of Great Neck Bank a $125 million asset commercial bank located on Long
Island, New York.
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North Fork Bancorporation, Inc.
( NYSE : NFB )
(Dollars in thousands except per share amounts)
Three Months Ended Twelve Months Ended
INCOME STATEMENT HIGHLIGHT 12/31/94 12/31/93* 12/31/94 12/31/93*
<S> <C> <C> <C> <C>
Interest Income $52,015 $48,477 $203,733 $191,630
Interest Expense 17,774 17,830 71,227 73,169
Net Interest Income 34,241 30,647 132,506 118,461
Provision for Loan Losses 750 1,250 3,275 10,300
Net Interest Income after
Provision for Loan Losses 33,491 29,397 129,231 108,161
Non-Interest Income:
Service Charges on Deposit
Account 2,703 2,524 11,013 9,287
Mortgage Banking Operation 613 731 2,358 4,051
Trust and Department
Management 523 462 1,800 1,665
Other Income 875 637 3,849 3,935
Net Securities
(Losses)/Gains (7,217) 15 (9,211) 1,457
Total Non-Interest Income (2,503) 4,369 9,809 20,395
Non-Interest Expense:
Merger and Restructuring
Charges 13,929 0 14,338 0
Operating expenses 19,131 18,359 74,453 71,962
Other Real Estate (1,143) 3,911 3,651 13,971
Total Non-Interest Expense 31,917 22,270 92,442 85,933
Income/(Loss) Before Taxes (929) 11,496 46,598 42,623
Provision/(Benefit) for
Income Taxes (1,904) 4,488 16,926 16,976
Net Income $975 $7,008 $29,672 $25,647
Earnings Per Share $0.04 $0.30 $1.25 $1.10
Weighted Average Equivalent
Shares Outstanding 23,998,498 23,697,003 23,762,722 23,242,039
Return on Average Assets 0.14% 0.95% 1.01% 0.91%
Return on Average Equity 1.53% 12.60% 12.12% 12.19%
Yield on Interest
Earning Assets 7.78% 7.03% 7.39% 7.32%
Cost of Funds 3.17% 2.94% 3.02% 3.14%
Net Interest Margin 5.15% 4.46% 4.83% 4.54%
Core Efficiency Ratio 48.48% 51.89% 47.97% 51.81%
*Restated to include Metro Banshares Inc. acquired November 30, 1994 on a
pooling of interest basis.
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<TABLE>
North Fork Bancorporation, Inc.( NYSE : NFB )
( Dollars in thousands except per share amounts)
BALANCE SHEET HIGHLIGHTS December 31, 1994 December 31, 1993*
<S> <C> <C>
Loans, net of unearned 1,805,845 1,725,889
Allowance for Loan Losses 50,069 56,556
Total Securities 773,297 971,867
Total Assets 2,717,776 2,884,375
Deposits - Demand 331,245 276,963
Deposits - Other 2,011,642 2,071,582
Borrowed Funds 95,000 288,643
Stockholders' Equity 254,923 226,310
Book Value Per Share $11.06 $10.08
SELECTED FINANCIAL HIGHLIGHTS
December 31, 1994 December 31, 1993*
CAPITAL:
Risk Based Capital
Tier 1 14.94% 12.06%
Total 16.22% 13.34%
Leverage Ratio 8.40% 6.88%
Actual Shares Outstanding 23,047,242 22,445,605
ASSET QUALITY:
Loans past due 90 days or more
and still accruing 1,597 2,265
Non-Accrual Loans 32,324 41,735
Total Non-Performing Loans 33,921 44,000
Other Real Estate 13,053 26,215
Total Non-Performing Assets 46,974 70,215
Allowance for loan losses to
non performing loans 147.60% 128.54%
Allowance for loan losses to total
loans, net of unearned income 2.77% 3.28%
*Restated to include Metro Banshares Inc. acquired November 30, 1994 on a
pooling of interest basis.
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