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UNITED STATES
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): APRIL 20, 1999
MAF BANCORP, INC.
(Exact name of registrant as specified in its charter)
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DELAWARE 0-18121 36-3664868
(State or other jurisdiction (Commission file number) (I.R.S. employer
of incorporation) identification no.)
55TH STREET & HOLMES AVENUE 60514
CLARENDON HILLS, ILLINOIS (Zip Code)
(Address of principal executive
offices)
Registrant's telephone number, including area code: (630) 325-7300
NOT APPLICABLE
(Former name or former address, if changed since last year)
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<PAGE>
ITEM 5. OTHER EVENTS.
On April 20, 1999, MAF Bancorp, Inc. announced its 1999 first quarter
earnings results as reflected in the attached press release which is
incorporated herein by reference and which constitutes a part of this report.
ITEM 7(c). EXHIBITS.
Exhibit 99.1 Press Release dated April 20, 1999.
2
<PAGE>
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 thereunto duly authorized.
MAF BANCORP, INC.
Date: April 20, 1999 By: /s/ Jerry A. Weberling
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Jerry A. Weberling
Executive Vice President and
Chief Financial Officer
3
<PAGE>
INDEX TO EXHIBITS
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Exhibit
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99.1 Press Release dated April 20, 1999.
4
EXHIBIT 99.1
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FOR IMMEDIATE RELEASE
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For: MAF Bancorp, Inc. Contact: Jerry Weberling, EVP and
55th Street & Holmes Avenue Chief Financial Officer
Clarendon Hills, IL 60514 Michael Janssen, Senior
Vice President
Website: www.mafbancorp.com (630) 325-7300
MAF BANCORP REPORTS 18% INCREASE IN FIRST QUARTER EARNINGS PER SHARE
Clarendon Hills, Illinois, April 20, 1999 -- MAF Bancorp, Inc. announced today
that earnings for the first quarter ended March 31, 1999 totaled $11.7 million,
or $.46 per diluted share, compared to $9.2 million, or $.39 per diluted share
reported for the quarter ended March 31, 1998. The 18% improvement in
year-over-year earnings per share results was largely attributable to strong
core banking results. The quarterly earnings per share results were the highest
in the Company's history. On December 31, 1998, the Company completed its
acquisition of Westco Bancorp in a transaction that was accounted for under the
purchase accounting method for financial reporting purposes. As a result, the
current period's results, other than per share amounts and ratio analyses, are
not generally comparable to the reported results for the corresponding prior
year's quarter.
Cash earnings per share (diluted), which excludes amortization of goodwill and
deposit base intangibles, totaled $.49 in the current quarter compared to $.41
in last year's first quarter. Return on equity was 13.76% in the current quarter
while cash return on average tangible equity was 17.86%. Return on average
assets was 1.14% while cash return on average tangible assets was 1.25% for the
current quarter.
Net interest income, after provision for loan losses, totaled $28.1 million in
the current quarter compared to $23.8 million reported for the quarter ended
March 31, 1998. The excellent core banking performance was reflected in the
Bank's net interest margin which increased to 2.94% for the current quarter, up
five basis points from the 2.89% reported in last year's first quarter. The net
interest margin for the current quarter was 15 basis points higher than the
2.79% reported for the quarter ended December 31, 1998. A continuing decline in
deposit and borrowed funds costs, along with the integration of the
higher-margin core operation of Westco Bancorp, led to the higher net interest
margin. The average cost of liabilities declined to 4.43% from 4.91% a year ago
and 4.67% three months ago.
The Company's average interest-earning assets increased to $3.86 billion for the
quarter ended March 31, 1999 compared to $3.33 billion for the first quarter of
last year. Included in this increase are interest-earning assets of Westco
Bancorp which had approximately $320 million in total assets as of the date of
the merger. The average balance of loans receivable increased to $3.36 billion
from $2.75 billion in the first quarter of last year. Loan originations for the
current quarter of $391 million were 6.4% higher than the $368 million in loan
originations for the quarter ended March 31, 1998. Housing activity in the
Bank's market area continues to be strong and the Company currently expects loan
origination activity to remain strong throughout 1999.
<PAGE>
Non-interest income for the current quarter totaled $7.4 million, compared to
$5.4 million reported for the quarter ended March 31, 1998. The increase
resulted from higher gains on sale of loans and investment securities and
continued growth in deposit account service fees and other income. Offsetting
these improvements were declines in income from real estate operations and
brokerage commissions.
Lower interest rates and a high level of loans held for sale at the beginning of
the year led to considerable loan sale activity through the Company's mortgage
banking operation. Gains on sale of loans and mortgage-backed securities totaled
$1.5 million in the current quarter, compared to $447,000 in last year's first
quarter. Loan sales in the current quarter were $139.2 million compared to $63.9
million for the quarter ended March 31, 1998. Deposit account service charges
increased to $2.2 million in the current period compared to $1.8 million
reported in the year earlier period. Other non-interest income totaled $1.6
million compared to $1.0 million a year ago largely due to the recognition of
income related to the Company's investment in a bank-owned life insurance
program.
Income from real estate development operations totaled $621,000 for the current
quarter compared to $801,000 in last year's comparable period. A total of 46
lots were sold in the Company's four subdivisions during the quarter and a total
of 130 lots were under contract at March 31, 1999. The Company continues to
expect to report excellent results from its real estate development operation in
1999, the result of planned closings of certain commercial parcels as well as
from sales in its Tallgrass of Naperville development.
Non-interest expense totaled $16.2 million for the quarter ended March 31, 1999,
compared to $14.4 million reported for the quarter ended March 31, 1998.
Compensation and benefits expense rose to $9.5 million in the current quarter,
compared to $8.5 million in last year's first quarter, due to normal salary
increases and the increased workforce resulting from the Westco Bancorp
acquisition. The data processing conversion and integration of Westco Bancorp
into MAF Bancorp was completed in mid-February. Efficiencies resulting from the
merger will not be fully realized until the second quarter of 1999. Advertising
and promotion expense declined to $532,000 for the current quarter compared to
$653,000 for the quarter ended March 31, 1998. Amortization of goodwill and core
deposit intangibles increased $349,000 to $977,000 in the current quarter due to
the Westco Bancorp merger. All other major categories of expense showed
increases primarily due to the Westco Bancorp merger although the ratio of
non-interest expense to total average assets improved to 1.59% for the current
quarter compared to 1.65% a year ago. The Company's efficiency ratio, a measure
of the amount of expenses needed to generate each dollar of revenue, improved to
46.0%, considerably better than peer group averages and better than the 49.5%
reported for last year's first quarter.
Asset quality remained strong as total non-performing assets at March 31, 1999
stood at $23.7 million, or .58% of total assets compared to $22.4 million, or
.54% of total assets at December 31, 1998. The Company recorded a provision for
loan losses of $250,000 in the current quarter and had net charge-offs of
$226,000 during the period, resulting in an allowance for loan losses of $16.8
million at March 31, 1999 equal to 115.3% of total non-performing loans, 71.0%
of non-performing assets and .50% of total loans receivable.
<PAGE>
Total assets were $4.11 billion at March 31, 1999 down slightly from $4.12
billion in assets reported at December 31, 1998. The balance of loans receivable
at March 31, 1999 increased to $3.37 billion, compared to $3.32 billion at
December 31, 1998. Loan portfolio growth was offset by decreases in
mortgage-backed securities and liquid investments due in part to the expenditure
of $23.9 million used in the repurchase of the Company's stock during the
quarter.
Deposit balances increased by $13.1 million to $2.67 billion at March 31, 1999
compared to $2.66 billion at December 31, 1998. Borrowed funds remained at $1.03
billion at the end of the current quarter, the same level as three months ago.
Total stockholders' equity was $331.9 million at March 31, 1999, resulting in a
stated book value per share of $13.76 and a tangible book value per share of
$11.22. During the quarter, the Company repurchased 1,013,562 shares of its
common stock at an average price of $23.62 per share. The Bank's tangible, core
and risk-based capital percentages of 6.64%, 6.64% and 12.96%, respectively, at
March 31, 1999 exceeded all regulatory requirements by a significant margin.
MAF Bancorp is the parent company of Mid America Bank, a federally chartered
stock savings bank. The Bank operates a network of 24 retail banking offices
primarily in Chicago and its western suburbs. The Company's common stock trades
on the Nasdaq Stock Market under the symbol MAFB.
Forward-Looking Information
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Statements contained in this news release that are not historical facts may
constitute forward-looking statements (within the meaning of Section 21E of the
Securities Exchange Act of 1934, as amended) which involve significant risks and
uncertainties. The Company intends such forward-looking statements to be covered
by the safe harbor provisions for forward-looking statements contained in the
Private Securities Litigation Reform Act of 1995, and is including this
statement for purposes of invoking these safe harbor provisions. The Company's
ability to predict results or the actual effect of future plans or strategies is
inherently uncertain. Factors which could have a material adverse effect on the
operations and future prospects of the Company and the subsidiaries include, but
are not limited to, changes in interest rates, general economic conditions,
legislative/regulatory changes, monetary and fiscal policies of the U.S.
Government, including policies of the U.S. Treasury and the Federal Reserve
Board, the quality or composition of the Company's loan or investment
portfolios, demand for loan products, deposit flows, competition, demand for
financial services in the Company's market area, the possible short-term
dilutive effect of potential acquisitions, the effectiveness of the Company's
compliance review and implementation plan to identify and resolve Year 2000
issues, and accounting principles, policies and guidelines. These risks and
uncertainties should be considered in evaluating forward-looking statements and
undue reliance should not be placed on such statements.
<PAGE>
MAF BANCORP, INC. AND SUBSIDIARIES
RESULTS OF OPERATIONS
(Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
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1999 1998
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(UNAUDITED)
<S> <C> <C>
Interest income................................................. $67,398 $61,288
Interest expense................................................. 39,035 37,295
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Net interest income............................................ 28,363 23,993
Provision for loan losses....................................... 250 200
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Net interest income after provision for loan losses............ 28,113 23,793
Non-interest income:
Gain on sale of:
Loans receivable............................................ 1,456 405
Mortgage-backed securities.................................. 4 42
Investment securities....................................... 538 328
Foreclosed real estate...................................... 12 64
Income from real estate operations............................. 621 801
Deposit account service charges................................ 2,205 1,753
Loan servicing fee income...................................... 376 363
Brokerage commissions.......................................... 592 670
Other.......................................................... 1,552 1,020
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Total non-interest income................................... 7,356 5,446
Non-interest expense:
Compensation and benefits...................................... 9,466 8,497
Office occupancy and equipment................................. 1,807 1,652
Federal deposit insurance premiums............................. 404 362
Data processing................................................ 591 532
Advertising and promotion...................................... 532 653
Amortization of goodwill....................................... 650 334
Amortization of core deposit intangibles....................... 327 294
Other.......................................................... 2,403 2,093
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Total non-interest expense.................................. 16,180 14,417
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Income before income taxes.................................. 19,289 14,822
Income taxes.................................................... 7,610 5,655
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Net income.................................................. $11,679 $ 9,167
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Basic earnings per share........................................ $ .47 $ .41
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Diluted earnings per share...................................... .46 .39
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</TABLE>
<PAGE>
MAF BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Dollars in thousandS)
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
1999 1998
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(UNAUDITED)
<S> <C> <C>
ASSETS
Cash and due from banks......................................................... $ 38,438 $ 53,995
Interest-bearing deposits....................................................... 34,313 24,564
Federal funds sold.............................................................. 42,834 79,140
Investment securities, at cost (fair value of $12,214 and $12,360).............. 11,303 11,107
Investment securities available for sale, at fair value......................... 193,206 198,960
Stock in Federal Home Loan Bank of Chicago, at cost............................. 50,878 50,878
Mortgage-backed securities, at amortized cost (fair value of $114,039 and
$127,570)...................................................................... 114,855 128,538
Mortgage-backed securities available for sale, at fair value.................... 49,522 55,065
Loans receivable held for sale.................................................. 21,387 89,406
Loans receivable, net of allowance for losses of $16,794 and $16,770............ 3,351,631 3,229,670
Accrued interest receivable..................................................... 21,779 21,545
Foreclosed real estate.......................................................... 8,928 8,357
Real estate held for development or sale........................................ 27,762 25,134
Premises and equipment, net..................................................... 40,681 40,724
Other assets.................................................................... 42,506 41,785
Intangible assets, net of accumulated amortization of $7,648 and $6,671......... 61,243 62,219
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$4,111,266 $4,121,087
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LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Deposits....................................................................... 2,669,943 2,656,872
Borrowed funds................................................................. 1,028,500 1,034,500
Advances by borrowers for taxes and insurance.................................. 35,427 30,576
Accrued expenses and other liabilities......................................... 45,455 54,143
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Total liabilities........................................................... 3,779,325 3,776,091
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Stockholders' equity:
Preferred stock, $.01 par value; authorized 5,000,000 shares; none
outstanding................................................................. -- --
Common stock, $.01 par value; 40,000,000 shares authorized; 25,420,650
shares issued; 24,129,988 and 24,984,398 shares outstanding................. 254 254
Additional paid-in capital..................................................... 192,820 191,473
Retained earnings, substantially restricted.................................... 166,907 159,935
Accumulated other comprehensive income (loss).................................. (151) 425
Treasury stock, at cost; 1,290,662 and 436,252 shares.......................... (27,889) (7,091)
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Total stockholders' equity.................................................. 331,941 344,996
Commitments and contingencies...................................................
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$4,111,266 $4,121,087
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</TABLE>
<PAGE>
MAF BANCORP, INC. AND SUBSIDIARIES
SELECTED FINANCIAL DATA
(In thousands, except share data)
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31, MARCH 31,
1999 1998 1998
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<S> <C> <C> <C>
Book value per share........................................... $ 13.76 $ 13.81 $ 12.05
Tangible book value per share.................................. 11.22 11.32 10.69
Stockholders' equity to total assets........................... 8.07% 8.37% 7.74%
Tangible capital ratio (Bank only)............................. 6.64% 6.67% 6.86%
Core capital ratio (Bank only)................................. 6.64% 6.67% 6.86%
Risk-based capital ratio (Bank only)........................... 12.96% 13.42% 14.01%
Common shares outstanding:
Actual ............................................. 24,129,988 24,984,398 22,544,321
Basic (weighted average).............................. 24,636,116 22,068,823 22,523,268
Diluted (weighted average)............................ 25,421,860 22,789,419 23,338,606
Non-performing loans........................................... $ 14,566 $ 14,049 $ 12,483
Non-performing assets.......................................... 23,669 22,406 19,344
Allowance for loan losses...................................... 16,794 16,770 15,625
Non-performing loans to total loans............................ .43% .43% .45%
Non-performing assets to total assets.......................... .58% .54% .55%
Allowance for loan losses to total loans....................... .50% .52% .56%
Mortgage loans serviced for others............................. $ 1,124,392 $ 1,065,126 $ 977,155
Investment in Bank real estate subsidiaries.................... 12,802 12,518 15,747
</TABLE>
<TABLE>
THREE MONTHS ENDED
MARCH 31,
-------------------------
1999 1998
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<S> <C> <C>
Average balance data:
Total assets........................................... $4,082,286 $3,492,725
Loans receivable....................................... 3,362,180 2,754,100
Interest-earning assets................................ 3,861,280 3,326,884
Deposits .............................................. 2,533,651 2,242,762
Interest-bearing liabilities........................... 3,552,040 3,068,656
Stockholders' equity................................... 339,608 267,767
Performance ratios (annualized):
Return on average assets............................... 1.14% 1.05%
Return on average equity............................... 13.76 13.69
Average yield on interest-earning assets............... 6.99 7.38
Average cost of interest-bearing liabilities........... 4.43 4.91
Interest rate spread................................... 2.56 2.47
Net interest margin.................................... 2.94 2.89
Average interest-earning assets to average
interest-bearing liabilities.................. 108.71 108.42
Non-interest expense to average assets................. 1.59 1.65
Non-interest expense to average assets and
loans serviced for others..................... 1.25 1.29
Efficiency ratio....................................... 45.99 49.52
Loan originations and purchases................................. $ 391,110 $ 367,726
Loans and mortgage-backed securities sold....................... 139,197 63,851
Cash dividends declared per share............................... .07 .047
</TABLE>
