SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): January 28, 2000
JSB FINANCIAL, INC.
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(Exact name of registrant as specified in its charter)
Delaware 001-13157 11-3000874
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
303 Merrick Road, Lynbrook, New York 11563
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(address of principal executive offices, including zip code)
(516) 887-7000
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Registrant's telephone number, including area code
Not Applicable
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(Former name or former address, if changed since last report)
<PAGE>
Item 5. Other Events.
JSB Financial, Inc. issued a press release on January
28, 2000 announcing its fourth quarter 1999 and year
end results. The press release issued by the
Registrant described herein is attached hereto as
Exhibit 99.1 and is hereby incorporated herein by
reference in its entirety.
Item 7. Financial Statements and Exhibits
Exhibits: The following Exhibits are files as part
of this report:
Exhibit No. Description
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99.1 Press Release dated January 28, 2000
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant had duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
JSB FINANCIAL, INC.
By: Thomas R. Lehmann
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Thomas R. Lehmann
Executive Vice President and
Chief Financial Officer
Date: January 28, 2000
<PAGE>
EXHIBIT INDEX
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Exhibit Description
- ------- -----------
99.1 Press Release issued January 28, 2000
<PAGE>
FOR IMMEDIATE RELEASE
CONTACT:
Edward Lekstutis - Vice President Carl Hymans
Thomas R. Lehmann - Executive Vice President G.S. Schwartz & Co.
JSB Financial, Inc. (212) 725-4500
(516) 887-7000 [email protected]
www.jsbf.com
JSB FINANCIAL ANNOUNCES FOURTH QUARTER
AND YEAR END RESULTS
LYNBROOK, New York, January 28, 2000 - JSB Financial, Inc. (the "Company")
(NYSE: JSB), the holding company for Jamaica Savings Bank FSB (the "Bank"),
today reported net income for the fourth quarter of 1999 of $7.6 million, or
$0.79 per diluted share, compared to net income for the fourth quarter of 1998
of $10.2 million, or $1.03 per diluted share. Net income for 1999 was $29.2
million, or $3.06 per diluted share, compared with $44.4 million, or $4.41 per
diluted share, for 1998. The 1998 periods included significant non-recurring
items that increased after-tax net income for the quarter ended December 31,
1998 by $3.1 million, or $0.32 per diluted and basic share, and $14.7 million,
or $1.46 per diluted share ($1.50 per basic share) for the year.
For the fourth quarter of 1999, net interest income increased to $18.3
million, compared to $18.1 million for the fourth quarter of 1998. For 1999, net
interest income increased to $72.8 million compared with $72.3 million for 1998.
For 1999, the Company realized a non-recurring fourth quarter pre-tax
gain of $880,000 on the sale of other real estate. Net of income taxes of
$385,000, this gain increased basic and diluted earning per share for the fourth
quarter and year ended December 31, 1999 by $0.05 per share. Net income and per
share results for the year ended December 31, 1998 included income related to
the final settlement and satisfaction on a $12.8 million non-performing mortgage
loan. Under the settlement, all contractual principal, interest, legal and other
fees were received, resulting in additional pre-tax income of $4.3 million.
Further, the Company experienced a lower effective tax rate attributable to the
realignment of an operating subsidiary of the Bank, which resulted in tax
savings of $2.6 million and $10.7 million for the quarter and year ended
December 31, 1998, respectively. The Company received $807,000 and $1.9 million
less in mortgage loan prepayment penalties during the fourth quarter and year
ended December 31, 1999, respectively, than were received in the comparable 1998
periods. Also, during 1998, miscellaneous income included a pre-tax gain of
$963,000 on the sale of two subsidiary corporations.
<PAGE>
Park T. Adikes, Chairman and Chief Executive Officer of JSB Financial,
Inc., commented: "Our core earnings, comprised of our net interest income,
showed a modest improvement compared to our 1998 performance, which, given the
present interest rate environment, is noteworthy. As we have previously
emphasized, our 1998 results of operations included several non-recurring income
items and a lower effective tax rate, which were accretive to net income." Mr.
Adikes continued, "In addition to focusing on the Company's financial
performance, JSB Financial is preparing for the transition of operations to
North Fork Bancorporation, Inc., (NYSE: NFB), in connection with the proposed
merger of the companies. The merger of JSB Financial with North Fork is subject
to approval by stockholders of both companies and satisfaction of other
conditions in the merger agreement." The Company's Special Meeting of
Stockholders is scheduled for February 10, 2000 at 10:00 AM at the Long Island
Marriott Hotel and Conference Center in Uniondale, New York. "The Company and
North Fork have received all of the regulatory approvals necessary for the
merger to be completed", concluded Mr. Adikes.
JSB Financial, Inc. and Jamaica Savings Bank FSB, with combined assets
of $1.6 billion and a tangible net worth of $380 million as of December 31,
1999, are headquartered in Lynbrook, New York. The Bank operates through 13
offices, 10 of which are located in Queens, and one each in Manhattan, Nassau
County and Suffolk County. The Bank's deposits are insured by the Federal
Deposit Insurance Corporation - Bank Insurance Fund, up to applicable limits.
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Financial Tables Attached
Note: JSB Financial's news releases may be accessed on the Bank's web
site: http://www.jsbf.com
<PAGE>
<TABLE>
JSB FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands, except per share amounts)
<CAPTION>
Three Months Ended Year Ended
December 31, December 31,
------------------- ------------------
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
INTEREST INCOME
- ---------------
Mortgage loans $ 23,625 $ 22,631 $ 92,473 $ 87,149
Debt and equity securities 1,102 1,984 6,346 11,179
Collateralized mortgage obligations and
mortgage-backed securities 1,540 1,581 6,539 6,537
Other loans 316 402 1,364 1,838
Federal funds sold 694 906 3,055 4,057
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Total Interest Income 27,277 27,504 109,777 110,760
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INTEREST EXPENSE
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Deposits 8,295 9,193 34,174 38,291
Federal Home Loan Bank of New York advances 708 185 2,810 185
-------- -------- -------- --------
Total Interest Expense 9,003 9,378 36,984 38,476
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Net Interest Income 18,274 18,126 72,793 72,284
Provision for Loan Losses - 10 13 51
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Net Interest Income After Provision for Loan Losses 18,274 18,116 72,780 72,233
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NON-INTEREST INCOME
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Real estate operations, net 16 427 1,239 714
Loan fees and service charges 430 1,300 3,709 5,859
Recovery of prior period expenses and unaccrued
interest on troubled loans - - - 4,346
Miscellaneous income 114 216 73 1,982
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Total Non-Interest Income 560 1,943 5,021 12,901
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NON-INTEREST EXPENSE
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Compensation and benefits 3,894 3,902 15,826 15,843
Occupancy and equipment expenses, net 1,315 1,262 5,470 5,181
Federal deposit insurance premiums 34 34 138 142
Other real estate (income) expense, net (877) 8 (856) 33
Other general and administrative 1,288 1,434 6,251 6,259
-------- -------- -------- --------
Total Non-Interest Expense 5,654 6,640 26,829 27,458
-------- -------- -------- --------
Income Before Provision for Income Taxes 13,180 13,419 50,972 57,676
Provision for Income Taxes 5,602 3,258 21,820 13,288
-------- -------- -------- --------
Net Income $ 7,578 $ 10,161 $ 29,152 $44,388
======== ======== ======== ========
Earnings and Cash Dividends Per Common Share:
- ---------------------------------------------
Basic earnings per common share $ 0.81 $ 1.06 $ 3.13 $ 4.53
======== ======== ======== ========
Diluted earnings per common share $ 0.79 $ 1.03 $ 3.06 $ 4.41
======== ======== ======== ========
Basic weighted average common shares 9,332 9,582 9,322 9,793
======== ======== ======== ========
Diluted weighted average common and dilutive
potential shares 9,537 9,820 9,525 10,074
======== ======== ======== ========
Cash dividends per common share $ 0.45 $ 0.40 $ 1.80 $ 1.60
======== ======== ======== =========
</TABLE>
<PAGE>
<TABLE>
JSB FINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(In Thousands, except share and per share amounts)
<CAPTION>
December 31, December 31,
1999 1998
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<S> <C> <C>
ASSETS
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Cash and due from banks $ 17,488 $ 13,849
Federal funds sold 22,000 99,000
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Cash and cash equivalents 39,488 112,849
Securities available-for-sale, at estimated fair value 78,460 83,592
Securities held-to-maturity, net 121,801 208,457
Other investments 10,833 8,922
Mortgage loans, net 1,255,825 1,146,915
Other loans, net 18,803 22,744
Premises and equipment, net 17,912 18,340
Interest due and accrued 8,073 8,773
Real estate held for sale and Other real estate 237 785
Other assets 16,608 10,272
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Total Assets $1,568,040 $1,621,649
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LIABILITIES AND STOCKHOLDERS' EQUITY
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Deposits $1,072,164 $1,124,166
Federal Home Loan Bank of New York advances 50,000 50,000
Advance payments for real estate taxes and insurance 14,007 13,993
Official bank checks outstanding 10,642 11,604
Deferred tax liability, net 24,908 25,476
Accrued expenses and other liabilities 15,931 13,934
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Total Liabilities 1,187,652 1,239,173
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STOCKHOLDERS' EQUITY
Preferred stock ($.01 par value, 15,000,000 shares
authorized; none issued) - -
Common stock ($.01 par value, 65,000,000 shares authorized;
16,000,000 issued; 9,381,139 and 9,505,923 outstanding, respectively) 160 160
Additional paid-in capital 171,323 168,663
Retained income, substantially restricted 348,693 337,474
Common stock held by Benefit Restoration Plan Trust,
at cost (196,823 and 193,723 shares, respectively) (4,770) (4,477)
Common stock held in treasury, at cost, (6,618,861
and 6,494,077 shares, respectively) (173,005) (160,215)
Accumulated other comprehensive income:
- ---------------------------------------
Net unrealized gain on securities available-for-sale, net of tax 37,987 40,871
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Total Stockholders' Equity 380,388 382,476
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Total Liabilities and Stockholders' Equity $1,568,040 $1,621,649
========== ==========
</TABLE>
<PAGE>
<TABLE>
JSB FINANCIAL, INC. AND SUBSIDIARY
FINANCIAL TABLE
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<CAPTION>
FINANCIAL RATIOS AND OTHER DATA
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Three Months Ended Year Ended
December 31, December 31,
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1999 1998 1999 1998
---- ---- ---- ----
Annualized
<S> <C> <C> <C> <C>
Return on average equity 7.99 % 10.76 % 7.76 % 11.86 %
Return on average assets 1.90 2.58 1.81 2.84
Interest rate spread 4.11 4.11 4.06 4.08
Net interest margin 4.97 4.94 4.90 4.97
Non-interest expense to average assets 1.42 1.69 1.67 1.76
Efficiency ratio (1) 34.92 34.14 36.19 35.10
Average equity to average assets 23.80 23.96 23.36 23.97
Average interest-earning assets to
average interest-bearing liabilities 1.35 X 1.32 X 1.34 X 1.33 X
</TABLE>
<TABLE>
MEASURES OF ASSET QUALITY
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<CAPTION>
December 31, December 31,
Ratios 1999 1998
- ------ ------------ ------------
<S> <C> <C>
Non-performing loans/gross loans (2) 0.02 % 0.04 %
Non-performing assets/total assets (3) 0.03 0.04
Allowance for loan losses/net loans 0.47 0.51
Allowance for loan losses/non-performing loans (4) 20.52 X 13.19 X
Other Data
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(Dollars in thousands, except per share amounts)
Non-performing loans (2) $ 289 $ 449
Non-performing assets 501 726
Non-accrual loans - 213
Loans 90 days past due, but still accruing 289 236
Allowance for possible loan losses 5,930 5,924
Stockholder Value
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Tangible net worth $380,388 $382,476
Book value per share $ 40.55 $ 40.25
<FN>
(1) Non-interest expense, excluding other real estate (income) expense,
divided by net interest income, plus loan fees and service charges.
(2) Includes loans which are 90 days or more in arrears which are still
accruing interest and non-accrual loans.
(3) Includes non-performing loans; ORE; and any other investment where the
recovery of contractual principal and interest is questionable.
</FN>
</TABLE>
