<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------
FORM 10-Q
(Mark One)
[X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934.
For the quarterly period ended June 30, 1998
OR
[ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange
Act 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)
2200 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 [ ]
* As a small business issuer
<PAGE>
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 1,411,599 shares of common
stock as of August 13, 1998.
<PAGE>
BRIDGE BANCORP, INC.
INDEX
Part 1. FINANCIAL INFORMATION
- -----------------------------
Item 1. Financial Statements
Unaudited Consolidated Statements of Condition as of June 30, 1998
and December 31, 1997
Unaudited Consolidated Statements of Income for the three months and six
months ended June 30, 1998 and 1997
Unaudited Consolidated Statements of Stockholder's Equity for the six
months Ended June 30, 1998
Unaudited Consolidated Statements of Cash Flows for the six
months ended June 30, 1998 and 1997
Notes to Unaudited Consolidated Financial Statements
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
PART II. OTHER INFORMATION
- --------------------------
Item 6. Exhibits and Reports on Form 8K
No reports on Form 8K have been filed during the quarter ended June 30, 1998.
The exhibits filed as part of this report are listed below.
Exhibit Index
- -------------
11.0 Statement re: Computation of Per Share Earnings
27.0 Financial Data Schedule
SIGNATURES
<PAGE>
<TABLE>
<CAPTION>
Part 1. Financial Information
Item 1. Financial Statements
BRIDGE BANCORP, INC. AND SUBSIDIARY
UNAUDITED CONSOLIDATED STATEMENTS OF CONDITION
(In thousands, except share and per share amounts)
June 30 December 31,
1998 1997
- --------------------------------------------------------------------------------------
<S> <C> <C>
ASSETS
Cash and due from banks .................................. $ 19,746 $ 12,740
Interest earning deposits with banks ..................... 97 89
Federal funds sold ....................................... 5,000 --
--------- ---------
Total cash and cash equivalents ................... 24,843 12,829
Investment in debt and equity securities, net:
Securities available for sale, at fair value .......... 63,675 60,190
Securities held to maturity (fair value of $3,303
and $11,823 respectively) ............................. 3,300 11,812
--------- ---------
Total investment in debt and equity securities, net 66,975 72,002
Loans .................................................... 159,437 138,636
Less:
Allowance for possible loan losses ..................... 1,536 1,393
--------- ---------
Loans, net ........................................ 157,901 137,243
Banking premises and equipment, net ...................... 8,794 8,728
Accrued interest receivable .............................. 1,559 1,460
Other assets ............................................. 3,381 850
--------- ---------
TOTAL ASSETS ............................................. $ 263,453 $ 233,112
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Demand deposits .......................................... $ 75,290 $ 63,629
Savings, NOW, and money market deposits .................. 91,244 76,740
Certificates of deposit of $100,000 or more .............. 30,384 20,872
Other time deposits ...................................... 43,336 42,456
--------- ---------
Total deposits ................................... 240,254 203,697
Overnight borrowings ..................................... -- 6,500
Accrued interest on depositors' accounts ................. 1,328 1,244
Deferred income taxes .................................... 76 94
Other liabilities and accrued expenses ................... 964 2,126
--------- ---------
Total Liabilities ................................ 242,622 213,661
--------- ---------
Stockholders' equity:
Common stock, par value $5.00 per share:
Authorized: 6,500,000 shares; issued and outstanding
1,409,599 shares at 6/30/98 and 1,407,999 at 12/31/97 .. 7,210 7,202
Surplus ................................................ 656 607
Undivided profits ...................................... 12,853 11,509
Less: Treasury Stock at cost, 32,400 shares ............ (621) (621)
--------- ---------
20,098 18,697
Accumulated other comprehensive income, net of taxes ... 733 754
--------- ---------
Total Stockholders' Equity ....................... 20,831 19,451
Commitments and contingencies
--------- ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY ............... $ 263,453 $ 233,112
========= =========
See accompanying notes to the unaudited consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BRIDGE BANCORP, INC. AND SUBSIDIARY
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except share and per share amounts)
Three Months Ended June 30, Six Months Ended June 30,
1998 1997 1998 1997
- ------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Interest income:
Loans (including fee income) ................. $3,651 $2,999 $7,015 $5,920
Mortgage-backed securities ................... 435 496 884 947
State and municipal obligations .............. 314 266 644 518
U.S. Treasury and government agency securities 230 298 458 592
Other securities ............................. 21 18 40 34
Federal funds sold ........................... 77 87 84 164
Deposits with banks .......................... 0 2 2 3
------ ------ ------ ------
Total interest income ...................... 4,728 4,166 9,127 8,178
Interest expense:
Savings, N.O.W. and money market deposits .... 496 405 928 800
Certificates of deposit of $100,000 or more .. 405 390 799 769
Other time deposits .......................... 562 533 1,106 1084
Other borrowed money ......................... 20 42 64 55
------ ------ ------ ------
Total interest expense ..................... 1,483 1,370 2,897 2,708
------ ------ ------ ------
Net interest income ............................ 3,245 2,796 6,230 5,470
Provision for possible loan losses ............. 100 60 190 120
------ ------ ------ ------
Net interest income after provision for
possible loan losses ......................... 3,145 2,736 6,040 5,350
------ ------ ------ ------
Other income:
Mortgage banking activities .................. 418 256 744 498
Service charges on deposit accounts .......... 226 204 424 380
Gain on sale of building ..................... -- 1,405 -- 1405
Other operating income ....................... 150 189 338 309
------ ------ ------ ------
Total other income ......................... 794 2,054 1,506 2,592
------ ------ ------ ------
Other expenses:
Salaries and employee benefits ............... $1,274 1,126 2,507 2,226
Net occupancy expense ........................ $ 180 184 377 322
Furniture and fixture expense ................ $ 174 134 337 267
Other operating expenses ..................... 874 776 1,673 1,426
------ ------ ------ ------
Total other expenses ....................... 2,502 2,220 4,894 4,241
------ ------ ------ ------
Income before provision for income taxes ....... 1,437 2,570 2,652 3,701
Provision for income taxes ..................... 492 960 887 1,334
------ ------ ------ ------
Net income ..................................... $ 945 $1,610 $1,765 $2,367
====== ====== ====== ======
Basic earnings per share ....................... $ 0.67 $ 1.14 $ 1.25 $ 1.68
====== ====== ====== ======
Diluted earnings per share ..................... $ 0.67 -- $ 1.24 --
====== ====== ====== ======
See accompanying notes to the unaudited consolidated financial statements.
All per share amounts have been adjusted to reflect the effects of the stock split.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Bridge Bancorp, Inc. and Subsidiary
Unaudited Consolidated Statements of Stockholders' Equity
(In thousands, except per share amounts)
Accumulated
Other
Common Stock Comprehensive Undivided Treasury Comprehensive
Shares Amount Surplus Income profits Stock Income Total
-----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
================================== ==========================================
Balance at December 31, 1997 ............ 1,407,999 $ 7,202 $ 607 $ 0 $ 11,509 $( 621) $ 754 $ 19,451
Net income .............................. -- -- -- 1,765 1,765 -- -- 1,765
Exercise of stock options ............... 1,600 8 49 57
Cash dividends declared, $.30 per share . (421) (421)
Net change in unrealized
appreciation in securities
available or sale, net of tax .......... -- -- -- (21) -- -- (21) (21)
Comprehensive Income .................... -- -- -- $ 1,744 -- -- --
----------------------------------========-----------------------------------------------
Balance at June 30, 1998 ................ 1,409,599 $ 7,210 $ 656 $ 12,853 $( 621) $ 733 $ 20,831
================================== ===============================================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
BRIDGE BANCORP, INC. AND SUBSIDIARY
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
Six months ended June 30,
1998 1997
- ---------------------------------------------------------------------------------------
<S> <C> <C>
Operating activities:
Net Income ................................................... $ 1,765 $ 2,367
Adjustments to reconcile net income to net cash provided by
operating activities:
Provision for possible loan losses ....................... 190 120
Depreciation and amortization ............................ 337 244
Accretion of discounts ................................... (33) (32)
Amortization of premiums ................................. 65 61
Gain on the sale of building ............................. -- (1,404)
Gain on sale of assets ................................... (1) --
(Increase) in accrued interest receivable ................ (99) (82)
(Increase) in other assets ............................... (2,531) (1,152)
Increase in accrued and other liabilities ................ 119 15
-------- --------
Net cash provided by operating activites ....................... (188) 137
-------- --------
Investing activities:
Purchases of securities available for sale ................... (8,778) (8,949)
Purchases of securities held to maturity ..................... (645) (1,737)
Proceeds from sales of securities available for sale ......... -- 1,542
Proceeds from maturing securities available for sale ......... 2,165 1,800
Proceeds from maturing securities held to maturity ........... 9,157 2,965
Proceeds from principal payments on mortgage-backed securities 3,060 1,770
Proceeds from sale of building ............................... -- 1,554
Net increase in loans ........................................ (20,848) (4,334)
Purchases of banking premises and equipment, net of deletions (403) (1,659)
-------- --------
Net cash used by investing activities .......................... (16,292) (7,048)
-------- --------
Financing activities:
Net increase in deposits ..................................... 36,557 16,450
(Decrease) Increase in other borrowings ...................... (6,500) --
Net proceeds from issuance of restricted common stock
issued pursuant to equity incentive plan .............. -- 8
Net proceeds from excercise of stock options
issued pursuant to equity incentive plan .............. 57 --
Cash dividends paid .......................................... (1,620) (680)
-------- --------
Net cash provided by financing activities ...................... 28,494 15,778
-------- --------
(Decrease) increase in cash and cash equivalents ............... 12,014 8,867
Cash and cash equivalents beginning of period .................. 12,829 13,565
-------- --------
Cash and cash equivalents end of period ........................ $ 24,843 $ 22,432
======== ========
Supplemental information-Cash Flows:
Cash paid for:
Interest ................................................... $ 2,813 $ 3,169
Income taxes ............................................... $ 730 $ 813
Noncash investing and financing activities:
None
See accompanying notes to the unaudited consolidated financial statements.
</TABLE>
<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
unaudited consolidated financial statements included herein reflect all normal
recurring adjustments which are, in the opinion of management, necessary for a
fair presentation of the results for the interim periods presented. 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. The results of operations for the six months
ended June 30, 1998 are not necessarily indicative of the results of operations
that may be expected for the entire fiscal year. Certain information and note
disclosures normally included in the financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to the rules and regulations of the Securities and Exchange Commission.
The unaudited consolidated financial statements should be read in conjunction
with the audited consolidated financial statements and notes thereto included in
the Company's 1997 Annual Report on Form 10-KSB.
2. Earnings Per Share
Earnings per share is computed by dividing net income by the weighted average
number of shares of common stock and dilutive common stock equivalents
outstanding. For the three months ended June 30, 1998 and 1997, diluted weighted
average common stock and common stock equivalent shares outstanding for the
diluted earnings per share were 1,422,415 and 1,410,775, respectively. For the
three months ended June 30, 1998 and 1997, the total weighted average number of
shares of common stock outstanding for the basic earnings per share calculation
were 1,408,197 and 1,407,999, respectively. For the six months ended June 30,
1998 and 1997, diluted weighted average common stock and common stock equivalent
shares outstanding for the diluted earnings per share were 1,422,657 and
1,409,190, respectively. For the six months ended June 30, 1998 and 1997, the
total weighted average number of shares of common stock outstanding for the
basic earnings per share calculation were 1,408,099 and 1,407,802, respectively.
3. Stock Split
On July 20, 1998, the Board of Director declared a three-for-one stock split in
the form of a stock dividend payable August 31, 1998 to stockholders of record
as of August 19, 1998.
4. Comprehensive Income
The Company adopted Statement of SFAS No. 130 "Reporting Comprehensive Income"
in the first quarter of 1998. All comparative financial statements provided for
earlier periods have been reclassified to reflect application of the provisions
of this Statement.
Comprehensive income includes net income and all other changes in equity during
a period except those resulting from investments by owners and distributions to
owners. Other comprehensive income includes revenues, expenses, gains and losses
that under generally accepted accounting principles are included in
comprehensive income but excluded from net income.
<PAGE>
Comprehensive income and accumulated other comprehensive income are reported net
of related income taxes. Accumulated other comprehensive income for the Company
consists solely of unrealized holding gains or losses on available for sale
securities. Such gains or losses are net of reclassification adjustments for
realized gains (losses) on sales of available for sale securities.
5. Investment in Debt and Equity Securities
A summary of the amortized cost and estimated fair value of investment
securities is as follows:
<TABLE>
<CAPTION>
6/30/98 12/31/98
- ---------------------------------------------------------------------------------------------
(In thousands)
Estimated Estimated
Amortized Fair Amortized Fair
Cost Value Cost Value
- ---------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Available for sale:
U.S. Treasury securities ............. $14,077 $14,409 $14,084 $14,409
Oblig. of NY State & pol.subs ........ 17,148 17,543 18,636 19,063
Mortgage-backed securities ........... 31,208 31,723 26,190 26,718
--------------------------------------------------
Total available for sale ........... $62,433 $63,675 $58,910 $60,190
--------------------------------------------------
Held to maturity:
Oblig. of NY State & pol.subs ........ $ 2,217 $ 2,220 $10,729 $10,740
Non marketable Equity securities:
Federal Reserve Bank Stock ........... $ 36 $ 36 $ 36 $ 36
Federal Home Loan Bank Stock ......... 1,047 1,047 1,047 1,047
--------------------------------------------------
Total held to maturity ............. $ 3,300 $ 3,303 $11,812 $11,823
--------------------------------------------------
Total debt and equity securities ....... $65,733 $66,978 $70,722 $72,013
==================================================
</TABLE>
6. Loans
Loans are summarized as follows:
Types of Loans
<TABLE>
<CAPTION>
The following table shows the Registrant's loan distribution in each of the periods ended,
6/30/98 12/31/97
Percent of Percent of
Balance Total Loans Balance Total Loans
- ------------------------------------------------------------------------------------------------
(in thousands)
<S> <C> <C> <C> <C>
Mortgage Loans:
Single-family residential ................ $ 23,354 14.65% $ 20,322 14.66%
Multi-family residential ................. 74 0.05% 76 0.05%
Commercial real estate ................... 63,777 40.00% 57,853 41.73%
Construction and Land .................... 30,530 19.15% 22,166 15.99%
Home Equity .............................. 16,412 10.29% 13,940 10.06%
-------------------------------------------------
Total mortage loans .......................... $134,147 84.14% $114,357 82.49%
Other Loans:
Unsecured business and personal loans ........ 21,156 13.27% 17,638 12.72%
Secured business and personal loans .......... 3,591 2.25% 725 0.52%
Installment/consumer loans ................... 543 0.34% 5,916 4.27%
-------------------------------------------------
Total loans .................................. $159,437 100% $138,636 100%
=================================================
</TABLE>
<PAGE>
7. Allowance for Possible Loan Loss
Management uses criteria set forth by the OCC in its classification and review
of the loan portfolio which includes a general allocation reserve with a high
and low range for each loan type. The ranges are reviewed on a quarterly basis
to determine if any adjustments are necessary. The information reviewed includes
past due trends, economic conditions and concentrations of credit. Based on the
loan classification committee's review of the classified loans and the general
allocation reserve as it relates to the entire loan portfolio, management
believes the allowance for possible loan losses is adequate. However, future
additions to the allowance may be necessary based on changes in conditions.
Changes in the allowance for possible loan losses are summarized as follows:
SUMMARY OF LOAN LOSS EXPERIENCE
- -------------------------------
<TABLE>
<CAPTION>
Period ended, 06/30/98 12/31/97 06/30/97
- --------------------------------------------------------------------------------
(In thousands)
<S> <C> <C> <C>
Allowance for possible loan losses
balance at beginning of period ............ $1,393 $1,238 $1,238
Charge-offs:
Real estate loans ........................... -- -- --
Unsecured business & personal loans ......... 2 87 11
Secured business & personal loans ........... -- -- --
Installment/consumer loans .................. 76 229 69
------------------------------
Total .................................... 78 316 80
Recoveries:
Real estate loans ........................... -- -- --
Unsecured business & personal loans ......... 3 6 --
Secured business & personal loans ........... -- -- --
Installment/consumer loans .................. 28 55 31
------------------------------
Total .................................... 31 61 31
------------------------------
Net charge-offs ............................. 47 255 49
Provision for possible loan losses .......... 190 410 120
------------------------------
Balance at end of period .................... $1,536 $1,393 $1,309
==============================
Ratio of net charge-offs during period
to average loans outstanding .............. 0.03% 0.20% 0.04%
==============================
</TABLE>
8. Asset Quality
The following table summarizes non-performing loans:
NONACCRUAL, PAST DUE AND RESTRUCTURED LOANS
- -------------------------------------------
<TABLE>
<CAPTION>
06/30/98 12/31/97
- ------------------------------------------------------------------------------
(In thousands)
<S> <C> <C>
Loans 90 days or more past due and still accruing:
Other ........................................ $ 1 $ 1
Nonaccrual loans:
Mortgage loans:
Single-family residential .................. 799 134
Commercial real estate ..................... --- 674
Other ...................................... 395 167
----------------------
Total nonaccrual loans ......................... 1194 975
Restructured loans ............................. -- --
Other real estate owned, net ................... -- --
----------------------
Total .......................................... $1,195 $ 976
======================
</TABLE>
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Bridge Bancorp, Inc. (the Company), a New York corporation, is a one-bank
holding company formed effective March 31, 1989, and on a parent only basis, has
minimal results of operations. In the event the Company subsequently expands its
current operations, it will be dependent on dividends from its wholly owned
subsidiary, The Bridgehampton National Bank (the Bank), its own earnings,
additional capital raised and borrowings as sources of funds. The information
below reflects principally the financial condition and results of operations of
the Bank. The Bank's results of operations are primarily dependent on its net
interest income, which is mainly the difference between interest income on loans
and investments and interest expense on deposits. Interest income on loans and
investments is a function of the average balances outstanding and the average
rates earned during a period. Interest expense is a function of the average
amount of interest-bearing deposits and the average rates paid on such deposits
during a period. The Bank also generates other income, such as fee income on
deposit accounts and income from mortgage banking operations and merchant credit
card processing programs. The Bank's net income is further affected by the level
of its other expenses, such as employees' salaries and benefits and occupancy
costs. This discussion and analysis should be read in conjunction with the
audited consolidated financial statements and notes thereto included in the
Company's 1997 Annual Report on Form 10-KSB.
Financial Condition
- -------------------
The assets of the Registrant totaled $263,453,000 at June 30, 1998, an increase
of $30,341,000 or 13.0% from the year end. This increase mainly results from the
increase in net loans of $20,658,000 or 15.1% and an increase in cash and cash
equivalents of $7,006,000 or 55.0%, that is partially offset by a decrease in
debt and equity securities of $5,027,000 or 7.0%. The source of funds for the
increase in assets was derived from increased deposits of $36,557,000 or 18.0%.
Demand deposits increased $11,661,000 or 18.3%, and all other deposits increased
$24,896,000 or 17.8% over December 31, 1997. This increase is mainly attributed
to efforts to increase market share and the introduction of a new money market
product targeted to high balance accounts. Additionally, public fund deposits
were up approximately $11,004,000 over year end partially attributable to new
account relationships with local municipalities.
Total stockholders' equity was $20,831,000 at June 30, 1998, an increase of 7.1%
over December 31, 1997. The increase of $1,380,000 was the result of net income
for the six month period ended June 30, 1998, of $1,765,000; plus the proceeds
of $57,000 from the exercise of stock options pursuant to the equity incentive
plan; less dividends declared of $421,000; and less the net decrease in
unrealized appreciation in securities available for sale, net of tax, of
$21,000. The net decrease in securities available for sale is attributable to
depreciation due to changes in market conditions.
<PAGE>
Analysis of Net Interest Income
- -------------------------------
Net interest income, the primary contributor to earnings, represents the
difference between income on interest earning assets and expenses on interest
bearing liabilities.
The following table sets forth certain information relating to the Company's
average consolidated statements of financial condition and reflects the average
yields on assets and average costs of liabilities for the three month and six
periods ended June 30, 1998 and 1997, respectively. Average balances are derived
from daily average balances. Interest on nonaccruing loans has been included
only to the extent reflected in the consolidated statements of income. However,
the loan balances are included in the average amounts outstanding.
<TABLE>
<CAPTION>
DISTRIBUTION OF ASSETS, LIABILITIES AND STOCKHOLDERS' EQUITY:INTEREST RATES AND INTEREST DIFFERENTIAL
Six months ended June 30, 1998 1997
- ----------------------------------------------------------------------------------------------------------
(Dollars in thousands)
Average Average
Average Yield/ Average Yield/
Balance Interest Cost Balance Interest Cost
- ----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Interest earning assets:
Loans (including fee income) <F1> . $150,176 $ 7,015 9.4% $121,742 $ 5,920 9.8%
Deposits with banks ............... 96 2 4.2% 97 3 6.2%
Federal funds sold ................ 3,096 84 5.5% 6,156 164 5.4%
Taxable investment securities ..... 14,081 458 6.6% 18,083 592 6.6%
Tax exempt investment securities .. 28,520 644 4.6% 21,452 518 4.9%
Other securities .................. 1,083 40 7.4% 1,083 34 6.3%
Mortgage backed securities ........ 25,310 884 7.0% 26,686 947 7.2%
------------------------------------------------------------------
Total interest earning assets ....... $222,362 $ 9,127 8.3% $195,299 $ 8,178 8.4%
Interest bearing liabilities:
Savings, N.O.W. and
money market deposits ........... $ 83,807 $ 928 2.2% $ 69,272 $ 800 2.3%
Certificates of deposit of $100,000
or more ........................ 29,796 799 5.4% 28,858 769 5.4%
Other time deposits ............... 42,933 1,106 5.2% 42,546 1,084 5.1%
Other borrowings .................. 2,376 64 5.4% 1,941 55 5.7%
------------------------------------------------------------------
Total interest bearing liabilities .. $158,912 $ 2,897 3.7% $142,617 $ 2,708 3.8%
------------------------------------------------------------------
Net interest income/interest
rate spread ....................... $ 6,230 4.6% $ 5,470 4.6%
-------- --- -------- ---
Net earning assets/net yield on
average interest earning assets ... $ 63,450 5.6% $ 52,682 5.6%
-------- --- -------- ---
Ratio of interest earning assets to
interest bearing liabilities 139.9% 136.9%
----- -----
<FN>
<F1>
Interest on nonaccruing loans has been included only to the extent reflected in
the consolidated statements of income. However, the loan balances are included
in average amounts outstanding.
<F2>
For purposes of this table the average balances for investment in debt and
equity securities exclude unrealized appreciation\depreciation due to the
application of SFAS No. 115.
</FN>
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Three months ended June 30, 1998 1997
- ----------------------------------------------------------------------------------------------------------
(Dollars in thousands)
Average Average
Average Yield/ Average Yield/
Balance Interest Cost Balance Interest Cost
- ----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Interest earning assets:
Loans (including fee income) <F1> . $155,034 $ 3,651 9.4% $121,932 $ 2,999 9.9%
Deposits with banks ............... 57 -- 0.0% 69 2 11.6%
Federal funds sold ................ 5,721 77 5.4% 6,329 87 5.5%
Taxable investment securities ..... 14,079 230 6.6% 18,082 298 6.6%
Tax exempt investment securities .. 27,823 314 4.5% 22,021 266 4.8%
Other securities .................. 1,083 21 7.8% 1,083 18 6.7%
Mortgage backed securities ........ 24,995 435 7.0% 28,191 496 7.1%
------------------------------------------------------------------
Total interest earning assets ....... $228,792 $ 4,728 8.3% $197,707 $ 4,166 8.5%
Interest bearing liabilities:
Savings, N.O.W. and
money market deposits ........... $ 86,244 $ 496 2.3% $ 69,709 $ 405 2.3%
Certificates of deposit of $100,000
or more ........................ 30,158 405 5.4% 28,711 390 5.4%
Other time deposits ............... 43,436 562 5.2% 41,976 533 5.1%
Other borrowings .................. 1,464 20 5.5% 2,944 42 5.7%
------------------------------------------------------------------
Total interest bearing liabilities .. $161,302 $ 1,483 3.7% $143,340 $ 1,370 3.8%
------------------------------------------------------------------
Net interest income/interest
rate spread ....................... $ 3,245 4.6% $ 2,796 4.7%
-------- ---- -------- ----
Net earning assets/net yield on
average interest earning assets ... $ 67,490 5.7% $ 54,367 5.7%
-------- ---- -------- ----
Ratio of interest earning assets to
interest bearing liabilities ...... 141.8% 137.9%
----- -----
<FN>
<F1>
Interest on nonaccruing loans has been included only to the extent reflected in
the consolidated statements of income. However, the loan balances are included
in average amounts outstanding.
<F2>
For purposes of this table the average balances for investment in debt and
equity securities exclude unrealized appreciation\depreciation due to the
application of SFAS No. 115.
</FN>
</TABLE>
<PAGE>
Rate/Volume Analysis
- --------------------
The following table sets forth a summary analysis of the relative impact on net
interest income of changes in the average volume of interest earning assets and
interest bearing liabilities and changes in average rates on such assets and
liabilities. Information is provided in each category with respect to changes
attributable to changes in volume (changes in volume multiplied by prior rate),
changes attributable to changes in rates (changes in rates multiplied by prior
volume) and the net changes. Due to the numerous simultaneous volume and rate
changes during the period analyzed, it is not possible to precisely allocate
changes between volume and rates. For presentation purposes, changes which are
not solely due to volume changes or rate changes have been allocated to these
categories based on the respective percentage changes in average volume and
average rates as they compare to each other. In addition, average earning assets
include nonaccrual loans.
VOLUME AND YIELD/RATE VARIANCES
- -------------------------------
<TABLE>
<CAPTION>
For the Periods Ended June 30, Three months ended Six months ended
1998 Over 1997 1998 Over 1997
(In thousands) Changes Due To Changes Due To
- ------------------------------------------------------------------------------------------------------------------------------
Volume Rate Net Change Volume Rate Net Change
------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
INTEREST INCOME ON INTEREST EARNING ASSETS:
Federal funds sold .............................. $( 9) $( 1) $( 10) $( 89) $ 9 $( 80)
Deposits with banks ............................. -- (2) (2) -- (1) (1)
Taxable investment securities ................... (66) (2) (68) (130) (4) (134)
Tax exempt investment securities ................ 151 (103) 48 219 (93) 126
Other securities ................................ -- 3 3 -- 6 6
Mortgage-backed securities ...................... (56) (5) (61) (48) (15) (63)
Loans (including loan fee income) ............... 1,448 (796) 652 1,744 (651) 1,093
-------------------------------------------------------------------------
Total interest earning assets ................ 1,468 (906) 562 1,696 (749) 947
-------------------------------------------------------------------------
INTEREST EXPENSE ON INTEREST
BEARING LIABILITIES:
Savings, NOW and money market deposits .......... 118 (27) 91 216 (87) 129
Certificates of deposits of $100,000 or more .... 41 (26) 15 25 5 30
Other time deposits ............................. 18 11 29 10 12 22
Other borrowings ................................ (20) (2) (22) 16 (7) 9
-------------------------------------------------------------------------
Total interest bearing liabilities ........... 157 (44) 113 267 (77) 190
-------------------------------------------------------------------------
Net interest income ............................. 1,311 (862) 449 1,429 (672) 757
-------------------------------------------------------------------------
</TABLE>
<PAGE>
Capital
- -------
The Bank is subject to various regulatory capital requirements administered by
the federal banking agencies. Failure to meet minimum capital requirements can
initiate certain mandatory and possibly additional discretionary actions by
regulators that, if undertaken, could have a direct material effect on the
Bank's financial statements. Under capital adequacy guidelines and the
regulatory framework for prompt corrective action, the Bank must meet specific
capital guidelines that involve quantitative measures of the Bank's assets,
liabilities, and certain off-balance sheet items calculated under regulatory
accounting practices. The Bank's capital amounts and classification are also
subject to qualitative judgments by the regulators about components, risk
weightings, and other factors.
Quantitative measures established by regulation to ensure capital adequacy
require the Bank to maintain minimum amounts and ratios (set forth in the table
below) of total and Tier 1 capital (as defined in the regulations) to risk
weighted assets (as defined), and of Tier 1 capital (as defined) to average
assets (as defined). Management believes, as of June 30, 1998, that the Bank
meets all capital adequacy requirements to which it is subject.
The Bank's actual capital amounts and ratios are presented in the following
table:
<TABLE>
<CAPTION>
As of June 30, 1998
- -----------------------------------------------------------------------------------------------------------------
(In thousands) To Be Well
For Capital Capitalized Under
Adequacy Prompt Corrective
Actual Purpose Action Provisions
- -----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Amount Ratio Amount Ratio Amount Ratio
----------------------------------------------------------------
Total Capital (to risk weighted assets)......... 21,634 11.8% 14,679 >8.0% 18,349 >10.0%
Tier 1 Capital (to risk weighted assets)........ 20,098 11.0% 7,340 >4.0 11,010 >6.0
Tier 1 Capital (to average assets) ............. 20,098 8.2% 9,815 >4.0 12,269 >5.0
As of December 31, 1997
- -----------------------------------------------------------------------------------------------------------------
(In thousands) To Be Well
For Capital Capitalized Under
Adequacy Prompt Corrective
Actual Purpose Action Provisions
- -----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Amount Ratio Amount Ratio Amount Ratio
----------------------------------------------------------------
Total Capital (to risk weighted assets)......... 20,090 12.3% 13,104 >8.0% 16,381 >10.0%
Tier 1 Capital (to risk weighted assets)........ 18,697 11.4% 6,552 >4.0 9,828 >6.0
Tier 1 Capital (to average assets) ............. 18,697 8.3% 9,037 >4.0 11,296 >5.0
</TABLE>
Recent Accounting Developments
- ------------------------------
In June 1998, The Financial Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standards (SFAS) No. 133 "Accounting for Derivative
Instruments and Hedging Activities". This statement is effective for all fiscal
quarters of all fiscal years beginning after June 15, 1999. The statement
established accounting and reporting standards for derivative instruments and
for hedging activities. It requires that an entity recognize all derivatives as
either assets or liabilities in the statement of financial position and measure
those instruments at fair value.
In management's opinion SFAS No. 133, when adopted, will not have a material
effect on the Company's financial statements since at this time the Company owns
no derivative instruments affected by this statement.
<PAGE>
Comparison of Operating Results for the Three Months and Six Months Ended
- ---------------------------------------------------------------------------
June 30, 1998 and 1997
- -----------------------
During the first six months of 1998, the Registrant earned net income of
$1,765,000 or $1.24 per share as compared with $2,367,000 or $1.68 per share for
the same period in 1997. During the three month period ended June 30, 1998, the
Registrant earned net income of $945,000 or $ .67 per share as compared with
$1,610,000 or $1.14 per share for the same period in 1996. Highlights for the
three months ended June 30, 1998 include: (i) a $449,000 or 16.1% increase in
net interest income; (ii) a $1,260,000 or 61.3% decrease in total other income;
and (iii) a $282,000 or 12.7% increase in total other expenses over the same
period in 1997. Highlights for the six months ended June 30, 1998 include: (i) a
$760,000 or 13.9% increase in net interest income; (ii) a $1,086,000 or 41.9%
decrease in total other income; and (iii) a $653,000 or 15.4% increase in total
other expenses over the same period in 1997.
Net income for the first six months of 1998 reflects annualized returns of
18.18% on average total stockholders' equity and 1.45% on average total assets
as compared to the corresponding figures for the preceding calendar year of
18.52% on average total stockholders' equity and 1.49% on average total assets
excluding the gain on the sale of the building. Including the gain on the sale
of the building, return on average equity was 23.08% and return on average
assets was 1.86% for the preceding calendar year.For purposes of these
calculations, average stockholders' equity excludes the effects of changes in
the unrealized appreciation (depreciation) on securities available for sale, net
of taxes.
Net interest income, the primary source of income, increased by $449,000 or
16.1% for the current three month period over the same period last year. The
increase primarily resulted from an increase in average total interest earning
assets from $197,707,000 in 1997 to $228,792,000 for the comparable period in
1998, a 15.7% increase. Average interest bearing liabilities increased 12.5% to
$161,302,000 in 1998 from $143,340,000 for the same period last year. The yield
on average interest earning assets for the current three month period decreased
to 8.3% from 8.5% for the same period last year. The cost of average interest
bearing liabilities decreased to 3.7% from 3.8% during the same period in 1997.
The net yield on average earning assets of 5.7% for the three month period ended
June 30, 1998 was consistent with the same period in 1997.
Net interest income increased by $760,000 or 13.9% for the current six month
period over the same period last year. The increase primarily resulted from an
increase in average total interest earning assets from $195,299,000 in 1997 to
$222,362,000 for the comparable period in 1998, a 13.9% increase. Average
interest bearing liabilities increased by 11.4% to $158,912,000 in 1998 from
$142,617,000 for the same period last year. The yield on average interest
earning assets at June 30, 1998 decreased to 8.3% from 8.4% during the same
period in 1997. The cost of average interest bearing liabilities decreased to
3.7% from 3.8% during the same period in 1997. The net yield on average earning
assets of 5.6% for the period ended June 30, 1998 was consistent with the same
period in 1997.
A $100,000 provision for possible loan losses was made during the three month
period ended June 30, 1998, compared to a $60,000 provision for the same period
in 1997. The provision for possible loan losses made during the six month period
ended June 30, 1998 totaled $190,000 compared to a $120,000 provision for the
same period in 1997.
<PAGE>
The provision for loan losses for 1998 was used to increase the general
allocation as a result of average loans for the period increasing 23.4% over the
same period last year.
The allowance for possible loan losses increased to $1,536,000 at June 30, 1998,
as compared to $1,393,000 at December 31, 1997. As a percentage of loans, the
allowance was .96% at June 30, 1998 and 1.00% at December 31, 1997. The
allowance as a percentage of nonperforming loans (including loans past due 90
days or more and still accruing) was 128.5% at March 31, 1998 compared to 142.6%
at December 31, 1997. The allowance reflects management's evaluation of
classified loans, charge-off trends, concentrations of credit and other
pertinent factors. It also reflects input from the Bank's outside loan review
consultants.
Total other income decreased during the three month period ended June 30, 1998
by $1,260,000 or 61.3% over the same period last year. For the six month period
ended June 30, 1998 total other income decreased $1,086,000 or 41.9% over the
same period last year. Before the gain on the sale of the main office building,
total other income increased during the three month period ended June 30, 1998
by $145,000 or 22.3% over the same period last year. For the six month period
ended June 30, 1998 total other income increased $319,000 or 26.9% before the
gain on the sale of the building over the same period last year. Mortgage
banking activities for the three month period ended June 30, 1998 totaled
$418,000, an increase of $162,000 or 63.3% over the same period last year.
Mortgage banking activities for the six month period ended June 30, 1998 totaled
$744,000, an increase of $246,000 or 49.4% over the same period last year. This
increase results from the Bank's efforts to further penetrate the mortgage
market, and the strong economy and the low interest rate environment fueling the
refinance and construction market.
Other operating income for the three month period ended June 30, 1998 totaled
$150,000, a decrease of $39,000 or 20.6% over the same period last year. This
decrease primarily results from a decrease in merchant processing fees resulting
from increased interchange costs that took effect in Spring 1998. Other
operating income for the six month period ended June 30, 1998 totaled $338,000
an increase of $29,000 or 9.4% over the same period last year. This increase
primarily results from increased fee income including new surcharges imposed on
non-bank customers at automatic teller machines.
Total other expenses increased during the three month period ended June 30, 1998
by $282,000 or 12.7% over the same period last year. For the six month period
ended June 30, 1998 total other expenses increased $653,000 or 15.4% over the
same period last year. Salary and benefit expense increased $148,000 or 13.1%
for the three month period ended June 30, 1998 over the same period in the prior
year. For the six month period ended June 30, 1998 salary and benefit expense
increased $281,000 or 12.6%. These increases are attributed to increased
staffing, primarily at the new Southampton Village branch opened in the fall of
1997, and salary increases. For the three month period ended June 30, 1998 other
operating expenses increased $98,000 or 12.6% over the prior year. Other
operating expenses increased $247,000 or 17.3% for the six month period as
compared to last year. These increases primarily result from increased loan
processing expenses relative to the mortgage banking operations and increased
personnel education costs from the development of training programs.
The provision for income taxes decreased during the three month period ended
June 30, 1998 by $468,000 or 48.8% over the same period last year. During the
six month period ended June 30, 1998 the provision for income taxes decreased
$447,000 or 33.5% over the same period last year. After deducting the taxes
applicable to the gain on the sale of the main office building from the prior
year's provision, the provision increased $108,000 or 28.1% over the same period
last year for the three month period ended June 30, 1998. For the six month
period ended June 30, 1998 the provision for income taxes increased $129,000 or
17.0% after deducting the taxes applicable to
<PAGE>
the gain on the sale of the main office building from the prior year's
provision. This increase is attributed to the growth in operating income. The
effective tax rate for the six month period ended June 30, 1998 was 33.4% as
compared to the prior year rate of 35.7%. This reduction reflects increased
benefits of tax exempt income in the current year. The prior year tax rate also
reflected the taxes attributable to the gain on the sale of the main office
building.
Asset/Liability Management
- --------------------------
The Company's primary earnings source is net interest income, which is affected
by changes in the level of interest rates, the relationship between rates, the
impact of interest rate fluctuations on asset prepayments, the level and
composition of deposits, and the credit quality of the portfolio. Management's
asset/liability objectives are to maintain a strong, stable net interest margin,
to utilize its capital effectively without taking undue risks and to maintain
adequate liquidity.
The Company's Asset/ Liability Committee, comprised of members of senior
management and the Board, meets periodically to evaluate the impact of changes
in market interest rates on assets and liabilities, net interest margin, capital
and liquidity. Risk assessments are governed by policies and limits established
by senior management which are reviewed and approved by the full Board of
Directors.
Liquidity
- ---------
The objective of liquidity management is to ensure the availability of
sufficient resources to meet all financial commitments. Liquidity management
addresses the ability to meet deposit withdrawals either on demand or
contractual maturity, to repay other borrowings as they mature and to make new
loans and investments as opportunities arise.
The Company's most liquid assets are cash and cash equivalents, securities
available for sale, and securities held to maturity due within one year. The
levels of these assets are dependent upon the Company's operating, financing,
lending and investing activities during any given period. Other sources of
liquidity include loan and security principal repayments and maturities, lines
of credit with other financial institutions, the sale of securities from the
available for sale portfolio, and growth in the core deposit base. At June 30,
1998, the Company had aggregate lines of credit of $3,000,000 with correspondent
banks to provide short term credit for liquidity requirements. The Company also
has the ability, as a member of the Federal Home Loan Bank ("FHLB") system, to
borrow approximately $10,786,000. At June 30, 1998 the Company had no such
borrowings outstanding.
The Company's liquidity positions are monitored daily to ensure the maintenance
of an optimum level and efficient use of available funds. Management believes
the Company has sufficient liquidity to meet its operating requirements.
Year 2000
- ---------
The Company is working diligently to assure a smooth transition into the new
millennium. To accomplish Year 2000 compliance, the Company has implemented a
project plan as established by the banking regulatory authorities. The
established timetable breaks the plan into seven phases; the awareness phase,
inventory phase, assessment phase, renovation phase, validation phase,
implementation phase, and post implementation phase. Completion of the plan is
targeted for the spring of 1999. Since most of the Company's systems are
outsourced or purchased from vendors, the Company is assessing the quality of
renovation by the vendor's management and taking action accordingly. During the
validation phase the renovated products will be tested internally to ensure Year
2000 functionality. The Company does not expect the costs of Year 2000
compliance to materially effect the results of operations.
<PAGE>
Part II Other Information
- -------------------------
Item 1. Legal Proceedings
- -------------------------
Not applicable
Item 2. Changes in Securities
- -----------------------------
Not applicable
Item 3. Defaults upon Senior Securities
- ---------------------------------------
Not applicable
Item 4. Submission of Matters to a Vote of Security Holders
- -----------------------------------------------------------
Not applicable
Item 5. Other Information
- -------------------------
Not applicable
Item 6. Exhibits and Reports on Form 8-K
- ----------------------------------------
(A) Exhibit Index
-----------------
11.0 Statement re: Computation of Per Share Earnings
27.0 Financial Data Schedule
(B) Reports on Form 8-K
-----------------------
Not applicable
Submitted only with filing in electronic format.
<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: August 14, 1998 /s/ Thomas J. Tobin
-------------------
Thomas J. Tobin
President and Chief Executive Officer
Date: August 14, 1998 /s/ Christopher Becker
----------------------
Christopher Becker
Senior Vice President and Treasurer
<PAGE>
<TABLE>
<CAPTION>
Bridge Bancorp Inc. and Subsidiary
Computation of Per Share Income
June 30, 1998
(UNAUDITED)
------------------------------------------------------
Three months ended Six months ended
June 30, June 30, June 30, June 30,
1998 1997 1998 1997
------------------------------------------------------
<S> <C> <C> <C> <C>
Net Income ......................................... $ 945,000 $1,610,000 $1,765,000 $2,367,000
Common Equivalent Shares:
Weighted Average Common Shares Outstanding ......... $1,408,197 $1,407,999 $1,408,099 $1,407,802
Weighted Average Common Equivalent Shares .......... $ 14,218 $ 2,776 $ 14,558 $ 1,388
----------------------------------------------------
Weighted Average Common and Common Equivalent Shares $1,422,415 $1,410,775 $1,422,657 $1,409,190
----------------------------------------------------
Net Income per Common Equivalent Share ............. $ 0.67 $ 1.14 $ 1.24 $ 1.68
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 9
<CIK> 0000846617
<NAME> Bridge Bancorp, Inc.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> Dec-31-1998
<PERIOD-END> Jun-30-1998
<CASH> 19,746
<INT-BEARING-DEPOSITS> 97
<FED-FUNDS-SOLD> 5,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 63,675
<INVESTMENTS-CARRYING> 3,300
<INVESTMENTS-MARKET> 3,303
<LOANS> 159,437
<ALLOWANCE> 1,536
<TOTAL-ASSETS> 263,453
<DEPOSITS> 240,254
<SHORT-TERM> 0
<LIABILITIES-OTHER> 2,368
<LONG-TERM> 0
0
0
<COMMON> 7,210
<OTHER-SE> 656
<TOTAL-LIABILITIES-AND-EQUITY> 263,453
<INTEREST-LOAN> 7,015
<INTEREST-INVEST> 2,026
<INTEREST-OTHER> 86
<INTEREST-TOTAL> 9,127
<INTEREST-DEPOSIT> 2,833
<INTEREST-EXPENSE> 2,897
<INTEREST-INCOME-NET> 6,230
<LOAN-LOSSES> 78
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 4,894
<INCOME-PRETAX> 2,652
<INCOME-PRE-EXTRAORDINARY> 2,652
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,765
<EPS-PRIMARY> 1.25
<EPS-DILUTED> 1.24
<YIELD-ACTUAL> 5.60
<LOANS-NON> 1,194
<LOANS-PAST> 1
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 1,393
<CHARGE-OFFS> 78
<RECOVERIES> 31
<ALLOWANCE-CLOSE> 1,536
<ALLOWANCE-DOMESTIC> 1,536
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
