<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------
FORM 10-QSB
(Mark One)
[X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934.
For the quarterly period ended September 30, 1996
OR
[ ] Transition report pursuant to Section 13 or 15(d) of the Securties Exchange
Act of 1934 OF 1934.
For the transition period from to
-------------------------
COMMISSION FILE NUMBER: 000-18546
-------------------------
BRIDGE BANCORP, INC.
(Exact name of small business issuer as specified in its charter)
NEW YORK
(State or other jurisdiction of
incorporation or organization)
2488 MONTAUK HIGHWAY
BRIDGEHAMPTON, NEW YORK
(Address of principal executive offices)
11932
(Zip Code)
11-2934195
(IRS Employer Identification Number)
(516) 537-1000
(Issuer's telephone number)
NOT APPLICABLE
(Former name, former address and former fiscal year,
if changed since last report.)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15 (d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes [X] No [ ]
State the number of shares outstanding of each of the issuer's classes of
common equity, as the latest practicable date: 469,200 shares of common stock as
of November 12, 1996.
<PAGE>
BRIDGE BANCORP, INC.
INDEX
Part 1. FINANCIAL INFORMATION
- -----------------------------
Item 1. Financial Statements
Unaudited Consolidated Statements of Condition as of September 30,
1996 and December 31, 1995
Unaudited Consolidated Statements of Income for the three months and nine
months ended September 30, 1996 and September 30, 1995
Unaudited Consolidated Statements of Cash Flows for the nine months ended
September 30, 1996 and 1995
Notes to Unaudited Consolidated Financial Statements
Item 2. Management's Discussion and Analysis or Plan of Operation
PART II. OTHER INFORMATION
- --------------------------
Item 1. Legal Proceedings - None
Item 2. Changes in Securities - None
Item 3. Defaults Upon Senior Securities - None
Item 4. Submission of Matters to a Vote of Security Holders- None
Item 5. Other Information- None
Item 6. Exhibits and Reports on Form 8K
SIGNATURES
<PAGE>
<TABLE>
<CAPTION>
Part 1. Financial Information
Item 1. Financial Statements
BRIDGE BANCORP, INC. AND SUBSIDIARY
UNAUDITED CONSOLIDATED STATEMENTS OF CONDITION
(In thousands)
September December 31
1996 1995
-------------------
<S> <C> <C>
ASSETS
Cash and due from banks $8,751 $7,404
Interest earning deposits with banks $221 $76
Federal funds sold - -
--------- ---------
Total cash and cash equivalents $8,972 $7,480
Investment in debt and equity securities, net:
Securities available for sale, at fair value $73,469 $52,689
Securities held to maturity (fair value of $5,940
and $6,425 respectively) $5,941 $6,425
--------- ---------
Total investment in debt and equity securities, net $79,410 $59,114
Loans $116,185 $111,480
Less:
Allowance for possible loan losses $1,117 $1,038
--------- ---------
Loans, net $115,068 $110,442
Banking premises and equipment, net $5,492 $3,775
Other real estate owned - $235
Accrued interest receivable $1,603 $1,524
Deferred income taxes $353 $67
Other assets $1,705 $1,433
--------- ---------
TOTAL ASSETS $212,603 $184,070
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Demand deposits $52,072 $44,291
Savings, NOW, and money market deposits $70,439 $61,518
Certificates of deposit of $100,000 or more $20,967 $14,256
Other time deposits $43,807 $46,079
--------- ---------
Total deposits $187,285 $166,144
Federal Funds Purchased $6,600 -
Accrued interest on depositors' accounts $1,893 $1,474
Other liabilities and accrued expenses $593 $1,032
Total Liabilities $196,371 $168,650
========= =========
Stockholders' equity:
Common stock, par value $5.00 per share:
Authorized: 1,500,000 shares; issued and outstanding
469,200 shares at 9/30/96 and 480,000 shares at 12/31/96 $2,400 $2,400
Surplus $600 $600
Undivided profits $13,907 $12,068
Less: Net unrealized (depreciation) appreciation in
Securities Available for sale, net of tax ($54) $352
Treasury Stock at cost, 10800 shares ($621) -
--------- ---------
Total Stockholders' Equity $16,232 $15,420
Commitments and contingencies - -
--------- ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $212,603 $184,070
========= =========
</TABLE>
See accompanying notes to the unaudited consolidated financial statements.
<PAGE>
<TABLE>
<CAPTION>
BRIDGE BANCORP, INC. AND SUBSIDIARY
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except share and per share amounts)
Three Months Ended Nine Months Ended
September 30 September 30
1996 1995 1996 1995
------------------- -------------------
<S> <C> <C> <C> <C>
Interest income:
Loans (including fee income) $2,663 $2,639 $8,183 $7,520
Deposits with banks 8 28 10 28
Federal funds sold 144 137 320 232
U.S. Treasury and government agency securities 362 275 935 866
State and municipal obligations 227 192 650 733
Other securities 10 12 31 36
Mortgage-backed securities 436 395 1,189 1,262
--------- --------- --------- ---------
Total interest income 3,850 3,678 11,318 10,677
--------- --------- --------- ---------
Interest expense:
Savings, N.O.W. and money market deposits 414 398 1,190 1,195
Certificates of deposit of $100,000 or more 300 286 781 1,117
Other time deposits 595 654 1,851 1,676
Other borrowed money 8 - 11 22
--------- --------- --------- ---------
Total interest expense 1,317 1,338 3,833 4,010
--------- --------- --------- ---------
Net interest income 2,533 2,340 7,485 6,667
Provision for possible loan losses 90 133 211 223
--------- --------- --------- ---------
Net interest income after provision for
possible loan losses 2,443 2,207 7,274 6,444
--------- --------- --------- ---------
Other income:
Service charges on deposit accounts 182 194 517 548
Net securities gains 28 - 42 31
Mortgage banking activities 402 137 678 248
Other operating income 223 181 670 451
--------- --------- --------- ---------
Total other income 835 512 1,907 1,278
--------- --------- --------- ---------
Other expenses:
Salaries and employee benefits 1,018 864 2,994 2,551
Net occupancy expense 125 137 408 415
Furniture and fixture expense 138 106 381 308
Other operating expenses 746 619 2,146 2,013
--------- --------- --------- ---------
Total other expenses 2,027 1,726 5,929 5,287
--------- --------- --------- ---------
Income before provision for income taxes 1,251 993 3,252 2,435
Provision for income taxes 435 347 1,106 771
--------- --------- --------- ---------
Net income $816 $646 $2,146 $1,664
========= ========= ========= =========
Earnings per common share $1.73 $1.35 $4.51 $3.47
========= ========= ========= =========
</TABLE>
See accompanying notes to the unaudited cons. fin. state.
<PAGE>
<TABLE>
<CAPTION>
BRIDGE BANCORP, INC. AND SUBSIDIARY
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
Nine Months Ended
September 30
1996 1995
-------------------
<S> <C> <C>
Operating activities:
Net Income $2,146 $1,664
Adjustments to reconcile net income to net cash provided by
operating activities:
Provision for possible loan losses 211 223
Depreciation and amortization 309 295
Accretion of discounts (73) (53)
Amortization of premiums 285 344
Net securities gains (43) (31)
Loss on sale of other real estate owned - 29
(Increase) in accrued interest receivable (79) (323)
(Increase) Decrease in other assets (272) 6
Increase in accrued and other liabilities 508 720
--------- ---------
Net cash provided by operating activities 2,992 2,874
========= =========
Investing activities:
Purchases of securities available for sale (58,902) (3,845)
Purchases of securities held to maturity (3,900) (5,904)
Proceeds from sales of securities available for sale 24,218 3,088
Proceeds from maturing securities available for sale 8,300 2
Proceeds from maturing securities held to maturity 3,721 8,581
Proceeds from principal payments on mortgage-backed securities 5,406 3,752
Net increase in loans (4,837) (15,105)
Proceeds from sales of other real estate owned 235 518
Purchases of banking premises and equipment, net of deletions (2,026) (1,114)
--------- ---------
Net cash used by investing activities (27,785) (10,027)
========= =========
Financing activities:
Net increase in deposits 21,141 12,779
Decrease in other borrowings 6,600 (1,800)
Payment for purchase of treasury stock (621) -
Cash dividends paid (835) (672)
--------- ---------
Net cash provided by financing activities 26,285 10,307
========= =========
Increase in cash and cash equivalents 1,492 3,154
Cash and cash equivalents beginning of period 7,480 7,511
--------- ---------
Cash and cash equivalents end of period $8,972 $10,665
========= =========
Supplemental information-Cash Flows:
Cash paid for:
Interest $3,420 $3,185
Income taxes $904 $727
Noncash investing and financing activities:
Additions to other real estate owned - -
</TABLE>
See accompanying notes to the unaudited consolidated financial statements
<PAGE>
BRIDGE BANCORP, INC. AND SUBSIDIARY
NOTES TO THE UNAUDITED CONSOLIDATED
FINANCIAL STATEMENTS
1. Basis of Financial Statement Presentation
The accompanying unaudited consolidated financial statements include the
accounts of Bridge Bancorp, Inc. (the Registrant or Company) and its
wholly-owned subsidiary, The Bridgehampton National Bank (the Bank). The
consolidated financial statements have been prepared in accordance with
generally accepted accounting principles for interim financial information and
with the instructions to Form 10-QSB and Item 310(b) of Regulation S-B.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In preparing the interim financial statements, management has made estimates and
assumptions that affect the reported amounts of assets and liabilities and the
revenue and expense for the reported periods. Actual future results could differ
significantly from these estimates. In the opinion of management, all
adjustments (consisting of normal recurring accruals) considered necessary for a
fair presentation have been included. Operating results are not necessarily
indicative of the results that may be expected for the year ended December 31,
1996. For further information, refer to the consolidated financial statements
and footnotes thereto included in the Company's Annual Report on Form 10-KSB for
the year ended December 31, 1995.
<PAGE>
Item 2. Management's Discussion and Analysis or Plan of Operation
Financial Condition
- -------------------
The assets of the Registrant totaled $212,603,000 at September 30, 1996, an
increase of $ 28,533,000 or 15.5% from the year end. This increase mainly
results from the increase in investment in debt and equity securities of
$20,296,000; an increase in loans of $4,705,000; and an increase in banking
premises and equipment of $1,717,000 caused by capitalized construction costs
for the Registrant's new office facility in the first nine months of 1996. The
source of funds for the increase in assets was derived from an increase in
deposits of $21,141,000 or 12.7% and federal funds purchased of $6,600,000 at
quarter end.
Total stockholders' equity was $16,232,000 at September 30, 1996, an increase of
5.3% over December 31, 1995. The increase of $812,000 was the result of
undistributed net income for the nine month period ended September 30, 1996, of
$1,839,000 less the change in net unrealized appreciation (depreciation) in
securities available for sale, net of tax, of $406,000; and the purchase of
10800 shares of common stock, which is now held as treasury stock, at a cost of
$620,520. The decrease in the revaluation of securities available for sale is
directly attributable to changes in interest rates. Management determined such
depreciation to be temporary, and does not expect future sales to result in
material loss with regards to results of operations.
Results of Operations
- ---------------------
During the first nine months of 1996, the Registrant earned net income of
$2,146,000 or $4.51 per share as compared with $1,664,000 or $3.47 per share for
the same period in 1995. Net income for the three month period ended September
30, 1996 was $816,000 or $1.73 per share compared to $646,000 or $1.35 per share
for the same period in 1995. Highlights for the nine months ended September 30,
1996 include: (i) a $818,000 or 12.3% increase in net interest income; (ii) a
$629,000 or 49.2% increase in total other income; and (iii) a $642,000 or 12.1%
increase in total other expenses.
Net income for the first nine months of 1996 reflects annualized returns of
18.22% on average total stockholders' equity and 1.44% on average total assets
as compared to the corresponding figures for the preceding calendar year of
16.29% on average total stockholders' equity and 1.27% on average total assets.
Net interest income, the primary source of income, increased by $818,000 or
12.3% for the current nine month period over the same period last year. The
increase resulted from an increase in average total interest earning assets from
$174,704,000 in the first nine months of 1995 to $182,572,000 for the comparable
period in 1996, a 4.5% increase.
<PAGE>
An increase in the net yield on average earning assets from 5.1% for the period
ended September 30, 1995 to 5.6% for the same period in 1996 also contributed to
the increase in net interest income. The increase in the net yield on average
interest earning assets was due to an increase in the average yield on assets
from 8.1% for the period ended September 30, 1995 to 8.4% for the same period
this year. The average cost of liabilities reduced from 4.0% to 3.8% from the
same period last year.
A $211,000 provision for possible loan losses was made during the nine month
period ended September 30, 1996, compared to a $223,000 provision for the same
period in 1995. The allowance for possible loan losses increased to $1,117,000
at September 30, 1996, as compared to $1,038,000 at December 31, 1995. As a
percentage of loans the allowance was 0.96% at September 30, 1996 and .93% at
December 31, 1995. The allowance as a percentage of nonperforming loans
(including loans past due 90 days or more and still accruing) was 462.7% at
September 30, 1996 compared to 204.3% at December 31, 1995. The allowance
reflects management's evaluation of classified loans, charge-off trends,
concentrations of credit and other pertinent factors.
Total other income increased during the nine month period ended September 30,
1996 by $629,000 or 49.2% over the same period last year. The increase was the
result of mortgage banking activities totalling $678,000, an increase of
$430,000 or 173.4% over the same period last year. The increase resulted from
the Bank's efforts to further penetrate the mortgage market. Other operating
income increased $219,000 or 48.6% over the same period last year mainly as the
result of recoveries on nonperforming loans of $103,000; a nonrecurring refund
from an outsource provider of $61,000; and increased merchant charge plan income
of $29,000.
Total other expenses increased during the nine month period ended September 30,
1996 by $642,000 or 12.1% over the same period last year. The components of this
change are as follows: (i) increase in salary and benefits of $443,000 or 17.4%
reflecting salary and benefit cost increases and increased staffing of the
mortgage banking area; (ii) decrease in FDIC assessments of $118,000; and (iii)
increase in other operating expenses of $133,000 resulting mainly from increased
advertising expense of $111,000 related to a new advertising campaign, increased
loan processing expenses of $82,000 resulting mainly from increased mortgage
banking volume, and a loss of $65,000 resulting from the settlement of a lawsuit
involving a dispute over signing authority on a partnership account which arose
out of the normal conduct of business.
The provision for income taxes increased during the nine month period ended
September 30, 1996 by $335,000 or 43.4% over the same period last year. The
increase reflects the growth in income before income taxes.
<PAGE>
Part II Other Information
Item 6. Exhibits and Reports on Form 8K
On July 30, 1996 the Registrant filed a Form 8K relative to the purchase of 3280
shares or .68 percent of its outstanding common stock to be held as treasury
stock. As of September 30, 1996 the Registrant holds 10,800 shares of treasury
stock or 2.3 percent.
<PAGE>
In accordance with the requirement of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
BRIDGE BANCORP, INC.
Date: November 13, 1996 Thomas J. Tobin
---------------
Thomas J. Tobin
President and Chief Executive Officer
Date: November 13, 1996 Christopher Becker
------------------
Christopher Becker
Vice President and Treasurer
<PAGE>
November 14, 1996
Securities and Exchange Commission
450 Fifth Street, N.W.
Filing Desk
Mall Stop 1-H
Washington, DC 20549-1004
Dear Sirs:
Pursuant to regulations of the Securities and Exchange Commission,
submitted herewith for filing on behalf of Bridge Bancorp, Inc. (the "Company")
is the Company's Quarterly Report on Form 10-QSB for the fiscal quarter ended
September 30, 1996.
This filing is being effected by direct transmission to the Commission's
EDGAR System.
Sincerely,
Christopher Becker
------------------
Christopher Becker
Vice President & Treasurer
<TABLE> <S> <C>
<ARTICLE> 9
<CIK> 0000846617
<NAME> Bridge Bancorp, Inc.
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> Dec-31-1996
<PERIOD-END> Sep-30-1996
<CASH> 8,751
<INT-BEARING-DEPOSITS> 221
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 73469
<INVESTMENTS-CARRYING> 5941
<INVESTMENTS-MARKET> 5940
<LOANS> 116185
<ALLOWANCE> 1117
<TOTAL-ASSETS> 212603
<DEPOSITS> 187285
<SHORT-TERM> 6600
<LIABILITIES-OTHER> 2486
<LONG-TERM> 0
0
0
<COMMON> 2400
<OTHER-SE> 621
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<INTEREST-TOTAL> 11318
<INTEREST-DEPOSIT> 3822
<INTEREST-EXPENSE> 3833
<INTEREST-INCOME-NET> 7485
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<EXPENSE-OTHER> 5929
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<INCOME-PRE-EXTRAORDINARY> 3252
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</TABLE>
