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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 (earliest event reported): April 15, 1999
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RAMAPO FINANCIAL CORPORATION
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(Exact name of registrant as specified in its charter)
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NEW JERSEY 0-7806 22-1946561
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File No.) Identification No.)
64 MOUNTAIN VIEW BOULEVARD, WAYNE, NEW JERSEY 07470
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(Address of principal executive offices) (Zip Code)
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Registrant's telephone number, including area code: (973) 696-6100
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NONE
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(Former name, former address and former fiscal year,
if changed since last report).
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ITEM 5. OTHER EVENTS.
On April 15, 1999, Ramapo Financial Corporation
("Corporation") issued a press release announcing earnings for the
quarter ended March 31, 1999. A copy of the press release is attached
to this Form 8-K as an exhibit and is incorporated by reference herein.
Net income for the first quarter ended March 31, 1999 was
$1,141,000, up 43% from the first quarter of 1998. Diluted earnings per
share were $.13 in the first quarter of 1999, compared to $.09 per
share for the same quarter in 1998.
Also on April 15, 1999, the Corporation's Board of Directors
rescinded its previously announced stock repurchase program after
65,000 shares of the Corporation's common stock had been repurchased
and retired. A total of 335,000 shares had not been repurchased under
the authorization.
ITEM 7. EXHIBITS.
99.1 Press Release - First Quarter 1999 Earnings
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.
RAMAPO FINANCIAL CORPORATION
(Registrant)
Date: April 16, 1999
Mortimer J. O'Shea
President and CEO
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EXHIBIT INDEX
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EXHIBIT NO. TITLE
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99.1 Press Release - First Quarter 1999 Earnings
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[RAMAPO FINANCIAL CORPORATION LETTERHEAD]
NEWS RELEASE
CONTACT:
Mortimer J. O'Shea
(973) 305-4101
FOR IMMEDIATE RELEASE
RAMAPO FINANCIAL CORPORATION REPORTS RECORD FIRST QUARTER EARNINGS
WAYNE, NJ, APRIL 15, 1999 - Ramapo Financial Corporation (NASDAQ:RMPO), parent
company of The Ramapo Bank, announced today that net income for the first
quarter was $1,141,000, or $.13 per common share on a diluted basis, a record
for any first quarter in Ramapo's history. In comparison with 1998's first
quarter, net income was up 43%.
The improvement in net income is attributable to increased net interest income,
strong loan loss recoveries which eliminated the need for a provision for loan
losses for the quarter, and increases in several other income categories.
Asset quality continued to improve with the sale of the last significant parcel
of OREO property in the first quarter. Nonperforming assets were only $761,000
at March 31, 1999, down from $4.1 million a year earlier.
The merger with Valley National Bancorp, which was announced in December, is
expected to close in June. Ramapo shareholders will benefit from Valley's 5%
stock dividend which will be paid to Valley shareholders in May. In accordance
with the terms of the merger agreement, the exchange ratio on the Ramapo merger
will change. With the expected completion of the merger in June, Ramapo
shareholders will receive 0.44625 shares of Valley stock for each Ramapo share
exchanged (up from the exchange rate of 0.425 shares originally negotiated).
The special meeting of Ramapo shareholders to vote on the merger proposal is
scheduled for April 27, 1999.
RFC is headquartered in Wayne, New Jersey and is engaged primarily in commercial
and consumer banking through its subsidiary, The Ramapo Bank. The Ramapo Bank
operates eight banking offices in Passaic, Morris and Essex counties. Deposits
are insured by the FDIC.
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RAMAPO FINANCIAL CORPORATION
SELECTED FINANCIAL DATA
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Three Months Ended
3/31/99 3/31/98
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(In thousands, except
SUMMARY OF OPERATIONS: per share data)
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Net interest income 3,544 3,385
Provision for possible loan losses - 75
Securities gains (losses), net - (5)
Other income 764 579
Other expense 2,610 2,584
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Net income before taxes 1,698 1,300
Net income 1,141 800
Net income per common share- basic 0.14 0.10
Net income per common share- diluted 0.13 0.09
Tax-equivalent adjustment 71 42
OPERATING RATIOS:
Return on average assets 1.38% 1.12%
Return on average equity 13.48% 10.29%
Net interest margin (tax-equivalent) 4.62% 5.08%
3/31/99 12/31/98 1Q98
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FINANCIAL CONDITION DATA:
Total assets 334,868 337,762
Securities and federal funds sold 152,507 151,287
Gross loans 166,638 169,799
Allowance for possible loan losses 4,939 4,773
Total deposits 293,674 295,460
Stockholders' equity 34,909 34,022
Book value per common share 4.28 4.19
Average earning assets 317,147 273,511
Average total assets 334,302 290,976
Average stockholders' equity 34,325 31,537
3/31/99 12/31/98 3/31/98
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ASSET QUALITY:
Nonaccrual loans 444 444 1,708
Accruing loans 90 days or more past due 58 59 118
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Total nonperforming loans 502 503 1,826
Other real estate, net 259 1,920 2,303
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Total nonperforming assets 761 2,423 4,129
ASSET QUALITY RATIOS:
Nonperforming loans as a % of loans 0.30% 0.30% 1.11%
Nonperforming assets as a % of total assets 0.23% 0.72% 1.35%
Allowance for possible loan losses as a %
of nonperforming loans 983.86% 948.91% 217.58%
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