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) - October 15,
1997
NORTH FORK BANCORPORATION, INC.
(Exact name of Registrant as specified in its charter)
Delaware 1-10458 36-3154608
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
275 Broad Hollow Road
Melville, New York 11747
(Address of principal executive offices (Zip Code)
Registrant's telephone number, including
area code: (516) 844-1004
1
<PAGE>
ITEM 5. OTHER EVENTS
North Fork Bancorporation, Inc. issued a press release
announcing its earnings for the quarter ended September 30,
1997. The press release issued by the Registrant described
herein is attached hereto as Exhibit 99.1 and is hereby
incorporated herein by reference in its entirety.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS
(a) Financial Statements of the Business Acquired.
Not Applicable
(b) Pro Forma Financial Information
Not Applicable
(c) Exhibits
99.1 Press Release dated October 7, 1997
2
<PAGE>
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 hereunto duly authorized.
Date: October 31, 1997
NORTH FORK BANCORPORATION, INC.
By: /s/ Daniel M. Healy
Daniel M. Healy
Executive Vice President and
Chief Financial Officer
3
<PAGE>
Exhibit 99.1
FOR IMMEDIATE RELEASE Contact: Daniel M. Healy
Executive Vice President &
Chief Financial Officer
NORTH FORK BANCORP ANNOUNCES
NET INCOME FOR 1997 THIRD QUARTER
Melville, N.Y. - October 15, 1997 - North Fork Bancorporation,
Inc. (NYSE: NFB) reported net income of $29.9 million, or $.45
per share for the quarter ended September 30, 1997, as compared
to $17.8 million, or $.28 per share in 1996. Net income for the
nine months ended September 30, 1997 was $85.3 million or $1.29
per share, as compared to $58.4 million or $.90 per share for
the corresponding period in 1996. Net income for the quarter
and nine month period ended September 30, 1996, included an
after-tax charge of $5 million or $.08 per share associated with
the recapitalization of the Savings Association Insurance Fund
("SAIF"). The Company's return on average equity and assets for
the three and nine months ended September 30, 1997 approximated
23% and 1.8%, respectively. The prior year consolidated results
and financial highlights have been restated to include North
Side Savings Bank, which was acquired in a pooling-of-interest
transaction on December 31, 1996. "Earnings contributions from
the North Side branches are significantly ahead of plan. We
expect that trend to continue as we convert this thrift
franchise into earnings per share enhancements for our
shareholders. We fully expect to have similar results from our
pending merger with New York Bancorp," stated John Adam Kanas,
Chairman, President and Chief Executive Officer.
On October 7, 1997, the Company announced the proposed
acquisition of New York Bancorp, Inc., in a stock-for-stock
acquisition valued at approximately $800 million. New York
Bancorp is the parent company of Home Federal Savings Bank, with
total assets of $3.3 billion, deposits of $1.7 billion and
stockholders' equity of $167 million at June 30, 1997. The
transaction will be accounted for as a pooling of interests for
financial reporting purposes. It will require the typical
regulatory and shareholder approvals from both companies. Home
Federal Savings Bank operates through 30 locations in the New
York metropolitan areas of Brooklyn, Queens, Nassau, Staten
Island and Suffolk counties. The transaction is expected to
close in the first quarter of 1998. "We foresee immediate
accretion in earnings per share and excellent opportunities to
leverage our commercial banking products into the 200,000
customers currently serviced by Home Federal Savings Bank,"
stated Mr. Kanas.
Net interest income increased to $71.2 million and $207.5
million for the three and nine month periods ended September 30,
1997, respectively, compared to $60.0 million and $169.4 million
in the comparable periods of the preceding year. The net
interest margin for the three and nine month periods ended
September 30, 1997 was 4.60% and 4.73%, respectively, compared
to 4.49% and 4.44% for 1996. The growth in demand deposits
favorably impacted net interest margins as those balances
increased $150.6 million or 22% to $836.0 million, representing
18.8% of total deposits at September 30, 1997 when compared with
$685.4 million, or 15.4% of total deposits at September 30, 1996.
4
<PAGE>
Loans, net of unearned income, increased $539.3 million, or
18.2%, to $3.5 billion at September 30, 1997, when compared to
$3.0 billion at September 30, 1996. During the most recent
quarter, the Company successfully sold for cash approximately
$6.5 million in non-performing assets. As a result, the
allowance for loan losses to non-performing loans improved to
444%. Further, non-performing loans to total loans, net of
unearned income, improved to .35% at September 30, 1997, when
compared to .84% at September 30, 1996.
On September 23, 1997, the Company declared its quarterly cash
dividend of $.15 cents per share, payable on November 14, 1997
to shareholders of record at the close of business on October
23, 1997.
The Company's previously announced purchase of Branford
Savings Bank is expected to close by year end. Branford, with
total assets of $187 million, operates through several branch
locations in Connecticut.
North Fork Bancorporation, Inc. with total assets of $6.6
billion, deposits of $4.5 billion and stockholders' equity of
$538 million, or $8.16 book value per share, is the holding
company of North Fork Bank operating 80 branches in the New
York metropolitan area.
On a pro forma basis at June 30, 1997, assuming the completion
of the acquisition of New York Bancorp and Branford, North Fork
will have approximately $10.1 billion in assets, $5.6 billion in
loans, $6.3 billion in deposits and capital of $800 million.
Its branch locations will exceed 100 throughout New York and
Connecticut.
5
<PAGE>
<TABLE>
North Fork Bancorporation, Inc.
(NYSE: NFB)
(in thousands, except ratio and per share amounts)
<S> <C> <C> <C> <C>
Three Months Ended Nine Months Ended
Sept. 30, Sept. 30, Sept. 30, Sept. 30,
INCOME STATEMENT HIGHLIGHTS 1997 1996(2) 1997 1996 (2)
Interest Income $126,332 $105,799 $359,458 $300,093
Interest Expense 55,140 45,843 151,977 130,677
Net Interest Income 71,192 59,956 207,481 169,416
Provision for Loan Losses 1,500 1,700 4,500 5,100
Net Interest Income after
Provision for Loan Losses 69,692 58,256 202,981 164,316
Non-Interest Income:
Fees & Service Charges on
Deposit Accounts 4,827 4,281 13,917 11,972
Broker Commissions
& Trust Fees 2,295 1,423 6,167 4,287
Mortgage Banking Operations 546 504 1,416 1,675
Other Operating Income 1,842 1,365 4,532 3,943
Net Securities Gains 38 1,462 2,273 2,968
Total Non-Interest Income 9,548 9,035 28,305 24,845
Non-Interest Expense:
Operating Expenses 28,730 27,373 85,691 77,582
Amortization of
Intangible Assets 1,817 1,926 5,483 4,383
Other Real Estate 44 167 163 876
SAIF Recapitalization Charge - 8,350 - 8,350
Total Non-Interest Expense 30,591 37,816 91,337 91,191
Income Before Income Taxes 48,649 29,475 139,949 97,970
Provision for Income Taxes 18,756 11,680 54,670 39,617
Net Income $29,893 $17,795 $85,279 $58,353
Earnings Per Share $0.45 $0.28 $1.29 $0.90
Cash Dividends per Share (3) $0.15 $0.10 $0.425 $0.30
Average Equivalent
Shares Outstanding 66,515 63,641 66,215 64,757
Return on Average Total Assets 1.79% 1.23% 1.80% 1.42%
Return on Average
Stockholders' Equity 22.89% 16.98% 23.32% 18.28%
Yield on Interest
Earning Assets (4) 8.07% 7.85% 8.11% 7.81%
Cost of Funds 4.30% 4.00% 4.18% 4.00%
Net Interest Margin (4) 4.60% 4.49% 4.73% 4.44%
Core Efficiency Ratio (5) 36.89% 42.60% 38.16% 42.25%
(1) All per share amounts have been adjusted to reflect the
issuance of a two-for-one stock split that was paid to
shareholders on May 15, 1997.
(2) On December 31,1996, North Side Savings Bank was merged with
and into the Company. The merger had been accounted for as a
pooling-of-interests. The Company utilizes a fiscal year which
ends on December 31 for reporting purposes, whereas North Side
used a fiscal year which ended on September 30 for such
purposes. The financial results of North Side for 1996 have
been adjusted to conform to that of the Company.
(3) Cash dividends do not reflect dividends declared by North
Side prior to the merger.
(4) Presented on a tax equivalent basis.
(5) The core efficiency ratio is defined as the ratio of
non-interest expense, net of other real estate related costs and
other non-recurring charges, to net interest income on a taxable
equivalent basis and other non-interest income net of securities
gains.
</TABLE>
6
<PAGE>
<TABLE>
North Fork Bancorporation, Inc.
(NYSE: NFB)
(in thousands, except ratio and per share amounts)
<S> <C> <C> <C> <C>
Sept. 30, June 30, Dec. 31, Sept. 30,
BALANCE SHEET HIGHLIGHTS 1997 1997 1996 1996
Loans, net of unearned income and fees $3,509,722 $3,434,064 $3,171,525 $2,970,408
Allowance for Loan Losses 54,611 55,837 53,894 54,698
Securities Available-for-Sale 1,633,737 1,666,704 857,391 1,396,685
Securities Held-to-Maturity 1,166,329 1,214,831 1,300,115 1,028,647
Intangible Assets 76,692 78,502 82,073 84,537
Total Assets 6,615,620 6,613,754 5,750,527 5,709,877
Deposits - Demand 836,020 793,747 734,907 685,385
Deposits - Other 3,622,629 3,623,784 3,734,603 3,765,384
Federal Funds Purchased & Securities
Sold Under Agreements to Repurchase 1,381,024 1,465,549 621,789 734,167
Other Borrowings 35,000 35,000 35,000 35,000
Company-Obligated Mandatorily Redeemable
Capital Securities of Subsidiary Trust 99,646 99,643 99,637 -
Stockholders' Equity 538,281 504,589 457,531 430,910
Book Value Per Share $8.16 $7.65 $7.05 $6.88
SELECTED FINANCIAL HIGHLIGHTS
CAPITAL:
Risk Based Capital
Tier 1 14.34% 14.04% 15.12% 11.75%
Total 15.59% 15.29% 16.38% 13.01%
Leverage Ratio 8.38% 8.13% 8.61% 6.29%
Actual Shares Outstanding 65,987 65,939 64,892 62,642
ASSET QUALITY:
Non-Performing Loans 12,299 22,219 20,341 24,926
Other Real Estate 5,499 2,709 1,898 3,751
Total Non-Performing Assets $17,798 $24,928 $22,239 $28,677
Restructured Accruing Loans $12,204 $12,251 $13,734 $14,292
Allowance for loan losses to
non performing loans 444% 251% 265% 219%
Allowance for loan losses to total
loans, net of unearned
income and fees 1.56% 1.63% 1.70% 1.84%
Non-Performing Loans to total loans, net
of unearned income and fees 0.35% 0.65% 0.64% 0.84%
</TABLE>
