SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934
Filed by the Registrant /X/
Filed by a Party other than the Registrant / /
CHECK THE APPROPRIATE BOX:
/ / Preliminary Proxy Statement / / Confidential, for Use of the
/ / Definitive Proxy Statement Commission Only (as permitted by
/ / Definitive Additional Materials Rule 14a-6(e)(2))
/X/ Soliciting Material Pursuant
to ss. 240.14a-11(c) or ss. 240.14a-12
HAVEN BANCORP, INC.
-------------------------------------------------------------------
(NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
N/A
-------------------------------------------------------------------------
(NAME OF PERSON(S) FILING PROXY STATEMENT, IF OTHER THAN THE REGISTRANT)
PAYMENT OF FILING FEE (CHECK THE APPROPRIATE BOX):
/X/ No fee required
/ / FEE COMPUTED ON TABLE BELOW PER EXCHANGE ACT RULES 14A-6(I)(1) AND 0-11.
(1) TITLE OF EACH CLASS OF SECURITIES TO WHICH TRANSACTION APPLIES:
(2) AGGREGATE NUMBER OF SECURITIES TO WHICH TRANSACTION APPLIES:
(3) PER UNIT PRICE OR OTHER UNDERLYING VALUE OF TRANSACTION
COMPUTED PURSUANT TO EXCHANGE ACT RULE 0-11 (SET FORTH THE
AMOUNT ON WHICH THE FILING FEE IS CALCULATED AND STATE HOW IT
WAS DETERMINED):
(4) PROPOSED MAXIMUM AGGREGATE VALUE OF TRANSACTION:
(5) TOTAL FEE PAID:
/ / Fee paid previously with preliminary materials.
/ / Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee
was paid previously. Identify the previous filing by registration
statement number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
<PAGE>
[HAVEN BANCORP LOGO]
FOR IMMEDIATE RELEASE: July 20, 2000
CONTACTS: Catherine Califano, S.V.P. /C.F.O., Haven Bancorp
Tel. (516) 683-4483
Annette Esposito, F.V.P./Communications Director, Haven Bancorp
Tel. (516) 683-4231
HAVEN BANCORP REPORTS SECOND QUARTER RESULTS
Westbury, NY--Haven Bancorp, Inc. (Nasdaq: HAVN), the holding company
for CFS Bank, today reported net income of $7.1 million, or $0.80 per basic
common share ($0.76 per share, diluted) for the second quarter of 2000, compared
to $3.3 million, or $0.38 per basic common share ($0.37 per share, diluted) in
the second quarter of 1999. Net income for the six months ended June 30, 2000,
was $7.2 million, or $0.81 per basic common share ($0.77 per share, diluted),
compared to $5.9 million, or $0.68 per basic common share ($0.66 per share,
diluted) for the first six months of 1999. Net income for the six months ended
June 30, 2000, excluding pre-tax restructuring charges, net of recoveries,
totaling $6.9 million taken in the first quarter of 2000, would have been $11.6
million, or $1.31 per basic common share ($1.26 per share, diluted).
Philip S. Messina, Chairman and Chief Executive Officer, stated, "We
are pleased to report a 110% increase in net income from the second quarter of
1999 and a 49% increase over the first quarter of 2000, excluding the
restructuring charges. This outcome was due to the continued growth in the
revenues from our supermarket branches and the savings realized from the
restructuring of our mortgage operations, the reduction of our workforce and the
elimination of certain other discretionary expenses which began in the first
quarter of 2000."
"We believe we will see continued momentum in our results and look
forward to our strategic partnership with Queens County Bancorp, Inc. In
anticipation of this event, we are in discussions to provide distribution of our
investment products to the customers of Queens County Savings Bank by late in
the third quarter of 2000. As we continue to strengthen our franchise, we are
confident that the merger of Haven Bancorp with Queens County offers the
greatest value to our shareholders," concluded Messina.
As of June 30, 2000, the Bank had 62 supermarket branches with total
deposits of $908.3 million, an increase of $9.8 million, or 1.1%, from $898.5
million at March 31, 2000. Core deposits equaled 48.8% of total supermarket
branch deposits, compared to a ratio of 45.6% in traditional branches. The total
number of core deposit accounts in the supermarket branches was approximately
198,000 as of June 30, 2000, compared to 167,000 as of June 30, 1999.
Non-interest income from supermarket branches totaled $5.4 million in the second
quarter of 2000 compared to $4.7 million in the first quarter of 2000.
Non-interest expense, including allocated
<PAGE>
overhead, totaled $9.1 million for the period compared to $9.2 million in the
first quarter of 2000. For the first half of 2000, non-interest income from
supermarket branches totaled $10.1 million and non-interest expense, including
allocated overhead, totaled $18.3 million for the period.
Net interest income for the second quarter of 2000 was $19.8 million, a
10.6% increase over net interest income of $17.9 million in the second quarter
of 1999. The increase was primarily the result of interest-earning asset growth.
Average interest-earning assets increased by 13.3% in the second quarter of 2000
compared to the second quarter of 1999, primarily due to a 35.4% increase in
average debt and equity securities, and a 23.5% increase in average mortgage
loans. The net interest margin in the second quarter of 2000 was 2.80% compared
to 2.87% in the second quarter of 1999. For the first half of 2000, net interest
income totaled $39.4 million, a 15.5% increase over the $34.1 million recorded
in the first six months of 1999. The net interest margin for the first six
months of 2000 was 2.77% compared to 2.84% for the first six months of 1999.
Commercial and multi-family real estate loan originations for our
portfolio totaled $51.3 million in the second quarter of 2000, compared to $49.4
million originated in the second quarter of 1999. Commercial and multi-family
real estate loan originations for our portfolio totaled $82.8 million in the
first six months of 2000, compared to $83.4 million originated in the first six
months of 1999. Commercial and multi-family real estate loan originations
include $29.9 million of construction and land loans originated in the first six
months of 2000, compared to $2.1 million for the first six months of 1999.
Residential real estate loan originations and purchases for our
portfolio totaled $21.9 million in the second quarter of 2000, compared to
$146.1 million originated and purchased for portfolio in the second quarter of
1999. In addition, $35.0 million of residential loans were originated or
purchased for sale in the secondary market during the second quarter of 2000
compared to $148.4 million in the second quarter of 1999. The decrease in loan
originations and purchases for portfolio and for sale in the secondary market
was due to the wind down of the residential mortgage origination operations in
the first quarter of 2000. Residential real estate originations and purchases
for our portfolio totaled $59.3 million in the first six months of 2000 compared
to $278.2 million for the comparable period in 1999. In addition, $130.8 million
of residential loans were originated or purchased for sale in the secondary
market during the first half of 2000 compared to $309.1 million in the
comparable period in 1999.
The provision for loan losses in the second quarter of 2000 was $0.6
million compared to $0.9 million in second quarter of 1999. The decrease in the
provision was due to the expected decrease in the growth of the residential loan
portfolio. The allowance for loan losses was $17.2 million, or 0.94% of loans,
at June 30, 2000 compared to $16.7 million, or 0.92% of loans, at December 31,
1999. For the first half of 2000, the provision for loan losses totaled $1.2
million compared to $1.6 million for the first half of 1999. Non-performing
assets at June 30, 2000 totaled $7.6 million, or 0.26% of total assets.
Non-performing loans, comprised of non-accrual and restructured loans, were $7.0
million and real estate owned, net, was $0.6 million at June 30, 2000. At June
30, 1999, non-performing assets totaled $10.1 million, or 0.36% of total assets;
non-performing loans totaled $9.5 million and real estate owned, net, equaled
$0.6 million.
-2-
<PAGE>
In the second quarter of 2000, non-interest income, excluding net gains
on sales of interest-earning assets, increased to $8.7 million, or 19.2%, from
$7.3 million in the second quarter of 1999. The growth in non-interest income
reflects the impact of the continued maturation of our supermarket banking
program which was offset by a decrease in mortgage banking income. Retail
banking fees increased 50.3% in the 2000 second quarter to $5.8 million from
$3.9 million in the 1999 second quarter. Insurance, annuity and mutual fund fees
for the second quarter of 2000 increased 3.9% to $2.3 million from $2.2 million
in the 1999 second quarter. Mortgage banking income was $0.2 million in the
second quarter of 2000 compared to $0.7 million in the second quarter of 1999.
The decrease in mortgage banking income was due to a decrease in the Bank's
loans held for sale volume as a result of the wind down of the residential
mortgage origination operations. For the first half of 2000, non-interest
income, excluding net gains on sales of interest-earning assets was $17.2
million, an increase of 12.6% over $15.3 million in the first half of 1999.
Non-interest expense, decreased by $3.0 million, or 15.1% to $17.2
million in the second quarter of 2000 compared to $20.2 million for the 1999
second quarter and $20.4 million for the first quarter of 2000, excluding the
restructuring charges and recoveries. The decrease was due to the restructuring
of the residential mortgage division, the reduction of the Company's workforce
and the elimination of certain discretionary expenses. For the first half of
2000, non-interest expense was $37.6 million, excluding restructuring charges,
net of recoveries, a decrease of 5.7% from $39.9 million in the first half of
1999.
At June 30, 2000, Haven had total assets of $2.93 billion.
Stockholders' equity was $108.6 million, or $11.90 book value per share,
compared to $105.6 million, or $11.73 book value per share at December 31, 1999.
This increase was primarily due to net income of $7.2 million for the six month
period ended June 30, 2000 which was partially offset by an after tax increase
in the unrealized loss on securities available for sale of $4.2 million due to
an increase in interest rates during the six month period ended June 30, 2000.
CFS Bank's tangible, core and risk-based capital ratios at June 30, 2000, were
6.07%, 6.07% and 12.69%, respectively. These ratios exceeded the minimum
regulatory requirements of 2.00%, 4.00% and 8.00%, respectively. The Bank is
considered "well capitalized" by regulatory standards.
Headquartered in Westbury, New York, Haven Bancorp, Inc. is the holding
company for CFS Bank, a community-oriented institution offering deposit
products, residential and commercial real estate loans and a full range of
financial services including discount brokerage, mutual funds, annuities and
insurance products through eight full-service banking offices and 62 supermarket
branches located in New York City, Nassau, Suffolk, Rockland and Westchester
Counties, New Jersey and Connecticut. Haven provides auto, homeowners and
business lines of insurance through its subsidiary, CFS Insurance Agency, Inc.
The Bank's deposits are insured by the FDIC.
HAVEN BANCORP, INC. AND QUEENS COUNTY BANCORP, INC. WILL BE FILING A JOINT PROXY
STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS CONCERNING THE MERGER OF THE
TWO COMPANIES WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION (THE
"SEC"). WE URGE INVESTORS TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND ANY
OTHER RELEVANT DOCUMENTS TO BE FILED WITH THE SEC, BECAUSE THEY CONTAIN
IMPORTANT INFORMATION.
-3-
<PAGE>
INVESTORS WILL BE ABLE TO OBTAIN THESE DOCUMENTS FREE OF CHARGE AT THE SEC'S WEB
SITE (WWW.SEC.GOV). IN ADDITION, DOCUMENTS FILED WITH THE SEC BY HAVEN BANCORP
WILL BE AVAILABLE FREE OF CHARGE FROM HAVEN BANCORP, 615 MERRICK AVENUE,
WESTBURY, NEW YORK 11590. DOCUMENTS FILED WITH THE SEC BY QUEENS COUNTY BANCORP
WILL BE AVAILABLE WITHOUT CHARGE FROM THE VICE PRESIDENT, INVESTOR RELATIONS,
QUEENS COUNTY BANCORP, 38-25 MAIN STREET, FLUSHING, NEW YORK 11354.
THE DIRECTORS, EXECUTIVE OFFICERS, AND CERTAIN OTHER MEMBERS OF MANAGEMENT OF
HAVEN BANCORP AND QUEENS COUNTY BANCORP MAY BE SOLICITING PROXIES IN FAVOR OF
THE MERGER FROM THE COMPANIES' RESPECTIVE SHAREHOLDERS. FOR INFORMATION ABOUT
THESE DIRECTORS, EXECUTIVE OFFICERS, AND MEMBERS OF MANAGEMENT, SHAREHOLDERS ARE
ASKED TO REFER TO THE MOST RECENT PROXY STATEMENTS ISSUED BY THE RESPECTIVE
COMPANIES, WHICH ARE AVAILABLE AT THE ADDRESSES PROVIDED IN THE PRECEDING
PARAGRAPH.
SAFE HARBOR PROVISIONS OF THE PRIVATE LITIGATION REFORM ACT OF 1995
STATEMENTS MADE HEREIN THAT ARE FORWARD-LOOKING IN NATURE WITHIN THE MEANING OF
THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995, ARE SUBJECT TO RISKS AND
UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY. SUCH RISKS
AND UNCERTAINTIES INCLUDE, BUT ARE NOT LIMITED TO, THOSE RELATED TO OVERALL
BUSINESS CONDITIONS, PARTICULARLY IN THE CONSUMER FINANCIAL SERVICES, MORTGAGE
AND INSURANCE MARKETS IN WHICH HAVEN OPERATES, FISCAL AND MONETARY POLICY,
COMPETITIVE PRODUCTS AND PRICING, CREDIT RISK MANAGEMENT, CHANGES IN REGULATIONS
AFFECTING FINANCIAL INSTITUTIONS AND OTHER RISKS AND UNCERTAINTIES DISCUSSED IN
HAVEN'S SEC FILINGS, INCLUDING ITS 1999 FORM 10-K. HAVEN DISCLAIMS ANY
OBLIGATION TO PUBLICLY ANNOUNCE FUTURE EVENTS OR DEVELOPMENTS, WHICH MAY AFFECT
THE FORWARD-LOOKING STATEMENTS CONTAINED HEREIN.
-4-
<PAGE>
HAVEN BANCORP, INC.
SELECTED FINANCIAL RATIOS AND SELECTED FINANCIAL DATA
<TABLE>
<CAPTION>
SELECTED FINANCIAL RATIOS
Three Months Ended Six Months Ended
June 30, June 30,
---------------------------------- -------------------------------
2000 1999 2000 1999
---------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
(annualized) (annualized)
Return on average assets 0.96% 0.50% 0.49% 0.46%
Return on average assets
excluding restructuring charges 0.95 0.50 0.79 0.46
Return on average equity 27.19 11.38 13.78 10.01
Return on average equity
excluding restructuring charges 26.74 11.38 22.35 10.01
Net interest spread 2.77 2.83 2.74 2.79
Net interest margin 2.80 2.87 2.77 2.84
Operating expenses to average assets(1) 2.32 3.00 2.53 3.08
</TABLE>
(1) For the purpose of this calculation, operating expenses equal non-interest
expense excluding amortization of goodwill, real estate owned operations, net
and non-performing loan expenses totaling $118,000 and $296,000 for the three
months ended June 30, 2000 and 1999, respectively, and $193,000 and $486,000 for
the six months ended June 30, 2000 and 1999, respectively. Also excluded from
operating expenses are restructuring (recoveries) charges of ($180,000) and $6.9
million for the three and six months ended June 30, 2000, respectively.
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
2000 1999
--------------------- -------------------
<S> <C> <C>
Stockholders' equity to total assets 3.70% 3.56%
Stockholders' equity per share $11.90 $11.73
Non-performing loans to total loans 0.38% 0.42%
Non-performing assets to total assets 0.26 0.27
Allowance for loan losses to non-performing loans 247.93 216.56
Allowance for loan losses to total loans 0.94 0.92
</TABLE>
<TABLE>
<CAPTION>
SELECTED FINANCIAL DATA - RETAIL BRANCHES(1)
TRADITIONAL BRANCHES
8 Branches
June 30, 2000 NUMBER % OF TRADITIONAL
OF ACCOUNTS BALANCE BRANCH DEPOSITS
Total Deposits 170,895 $1.24 billion ---------------
------- -------------
<S> <C> <C> <C>
Checking 68,346 $170.7 million 13.8%
Savings & Money Market 61,436 $394.7 million 31.8%
Certificates 41,113 $675.0 million 54.4%
Cost of deposits 3.88%
Fee income contribution(2) $2.6 million
</TABLE>
<TABLE>
<CAPTION>
SUPERMARKET BRANCHES
62 Branches
June 30, 2000 NUMBER % OF SUPERMARKET
OF ACCOUNTS BALANCE BRANCH DEPOSITS
Total Deposits 225,351 $908.3 million ---------------
------- --------------
<S> <C> <C> <C>
Checking 126,734 $117.9 million 13.0%
Savings & Money Market 71,731 $324.9 million 35.8%
Certificates 26,886 $465.5 million 51.2%
Cost of deposits 4.61%
Fee income contribution(2) $5.4 million
</TABLE>
(1) Excludes approximately $5.2 million of deposits held in the administrative
branch.
(2) For the three months ended June 30, 2000.
-5-
<PAGE>
HAVEN BANCORP, INC.
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
2000 1999 2000 1999
------------- ------------ ----------- ------------
<S> <C> <C> <C> <C>
INTEREST INCOME
Loans $ 34,123 $28,416 $68,530 $54,151
Mortgage backed securities 12,793 12,686 25,650 25,336
Money market investments 113 39 260 69
Debt and equity securities 4,822 3,095 9,148 5,160
------------- ------------ ----------- ------------
Total Interest Income 51,851 44,236 103,588 84,716
------------- ------------ ----------- ------------
INTEREST EXPENSE
Deposits
Savings accounts 4,501 5,015 9,017 9,684
NOW accounts 289 419 671 743
Money market accounts 642 440 1,171 859
Certificate accounts 16,081 12,071 31,652 23,824
Borrowed funds 10,519 8,371 21,666 15,480
-------- ------- -------- -------
Total Interest Expense 32,032 26,316 64,177 50,590
-------- ------- -------- -------
Net interest income before provision for loan losses 19,819 17,920 39,411 34,126
Provision for loan losses 585 880 1,150 1,555
------------- ------------ ----------- ------------
Net interest income after provision for loan losses 19,234 17,040 38,261 32,571
------------- ------------ ----------- ------------
NON INTEREST INCOME
Loan fees and servicing income 342 422 606 927
Mortgage banking income 171 677 1,255 2,945
Retail banking fees 5,811 3,865 10,677 6,944
Net gain on sales of interest earning assets -- 1,234 126 1,569
Insurance, annuity and mutual fund fees 2,252 2,168 4,421 4,143
Other 141 182 235 317
------------- ------------ ----------- ------------
Total Non Interest Income 8,717 8,548 17,320 16,845
------------- ------------ ----------- ------------
NON INTEREST EXPENSE
Compensation and benefits 8,541 10,927 19,578 21,967
Occupancy and equipment 3,156 3,439 6,765 6,783
REO operations, net 79 (33) (97) (184)
Federal deposit insurance premiums 120 254 228 508
Restructuring (recoveries) charges (180) -- 6,877 --
Other 5,304 5,662 11,144 10,800
------------- ------------ ----------- ------------
Total Non Interest Expense 17,020 20,249 44,495 39,874
------------- ------------ ----------- ------------
Income before income tax expense 10,931 5,339 11,086 9,542
Income tax expense 3,845 2,011 3,899 3,614
------------- ------------ ----------- ------------
Net income $ 7,086 $ 3,328 $7,187 $5,928
============= ============ =========== ============
Net income per common share: Basic $ 0.80 $ 0.38 $0.81 $0.68
============= ============ =========== ============
Diluted $ 0.76 $ 0.37 $0.77 $0.66
============= ============ =========== ============
</TABLE>
Note: Certain reclassifications have been made to prior period amounts to
conform to the current period presentation.
-6-
<PAGE>
<TABLE>
<CAPTION>
HAVEN BANCORP, INC.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(In thousands, except for share data)
June 30, December 31,
2000 1999
------------------ -------------------
<S> <C> <C>
ASSETS
Cash and due from banks $ 56,677 $ 41,479
Money market investments 5,753 1,238
Securities available for sale 931,342 937,299
Loans held for sale 7,838 82,709
Federal Home Loan Bank of NY Stock 27,865 27,865
Loans receivable:
First mortgage loans 1,797,390 1,777,208
Cooperative apartment loans 4,692 3,669
Other loans 22,901 25,948
------------------ -------------------
Total loans receivable 1,824,983 1,806,825
Less allowance for loan losses (17,235) (16,699)
------------------ -------------------
Loans receivable, net 1,807,748 1,790,126
Premises and equipment, net 34,460 35,928
Accrued interest receivable 16,637 15,825
Other assets 42,296 33,381
------------------ -------------------
------------------ -------------------
Total Assets $ 2,930,616 $2,965,850
================== ===================
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Deposits $ 2,153,957 $2,080,613
Borrowed funds 643,131 749,232
Other liabilities 24,978 30,422
------------------ -------------------
Total Liabilities 2,822,066 2,860,267
------------------ -------------------
Stockholders' Equity:
Preferred stock ($.01 par value, 2,000,000
shares authorized, none issued) - -
Common stock ($.01 par value, 30,000,000 shares
authorized, 9,918,750 issued; 9,119,219 and
9,000,237 outstanding at June 30, 2000 and
December 31, 1999, respectively) 100 100
Additional paid-in capital 53,190 52,336
Retained earnings, substantially restricted 94,926 89,083
Accumulated other comprehensive loss:
Unrealized loss on securities available-
for-sale, net of tax effect (29,674) (25,465)
Treasury stock, at cost (799,531 and 918,513 shares
at June 30, 2000 and December 31, 1999, respectively) (8,155) (8,934)
Unallocated common stock held by ESOP (795) (934)
Unearned common stock held by Bank's Recognition
Plans and Trusts (206) (231)
Unearned compensation (836) (372)
------------------ -------------------
Total Stockholders' Equity 108,550 105,583
------------------ -------------------
------------------ -------------------
Total Liabilities and Stockholders' Equity $ 2,930,616 $2,965,850
================== ===================
Book value per share $ 11.90 $11.73
================== ===================
</TABLE>
-7-
<PAGE>
<TABLE>
<CAPTION>
HAVEN BANCORP, IC.
CONSOLIDATED AVERAGE BALANCE SHEET YIELD/RATE ANALYSIS
(Dollars in thousands)
For the
Three Months Ended
------------------
June 30, 2000 June 30, 1999
------------- -------------
Average Yield/ Average Yield/
Balance Interest Rate(1) Balance Interest Rate(1)
------- -------- ------- ------- -------- -------
ASSETS
------
<S> <C> <C> <C> <C> <C> <C>
Interest earning assets
Mortgage loans $1,836,814 $ 33,555 7.31% $ 1,487,501 $ 27,630 7.43%
Other loans 23,708 568 9.58 34,045 786 9.23
Mortgage backed securities 714,904 12,793 7.16 789,405 12,686 6.43
Money market investments 5,974 113 7.57 2,214 39 7.05
Debt and equity securities 249,112 4,822 7.74 184,011 3,095 6.73
---------------- --------- ------------- --------
Total interest earning assets 2,830,512 51,851 7.33 2,497,176 44,236 7.09
--------- --------
Non interest earning assets 115,829 166,919
---------------- -------------
Total assets $2,946,341 $ 2,664,095
================ =============
</TABLE>
<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Interest bearing liabilities
Savings accounts $ 653,396 $ 4,501 2.76% $ 637,276 $ 5,015 3.15%
Certificate accounts 1,129,751 16,081 5.69 932,977 12,071 5.18
NOW accounts 288,751 289 0.40 238,726 419 0.70
Money market accounts 73,124 642 3.51 56,364 440 3.12
Borrowed funds 665,242 10,519 6.32 607,135 8,371 5.52
---------------- -------- ------------- --------
Total interest bearing liabilities 2,810,264 32,032 4.56 2,472,478 26,316 4.26
-------- --------
Other liabilities 31,846 74,651
---------------- -------------
Total liabilities 2,842,110 2,547,129
Stockholders' equity 104,231 116,966
---------------- -------------
Total liabilities and
stockholders' equity $2,946,341 $ 2,664,095
================ =============
Net interest income $ 19,819 $ 17,920
======== =========
Net interest spread 2.77% 2.83%
======== ======
Net interest margin 2.80% 2.87%
======== ======
</TABLE>
(1) annualized
-8-
<PAGE>
<TABLE>
<CAPTION>
HAVEN BANCORP, INC.
Consolidated Average Balance Sheet - Yield/Rate Analysis
(Dollars in thousands)
For the
Six Months Ended
----------------
June 30, 2000 June 30, 1999
------------- -------------
Average Yield/ Average Yield/
Balance Interest Rate(1) Balance Interest Rate(1)
------- -------- ------- ------- -------- -------
ASSETS
------
<S> <C> <C> <C> <C> <C> <C>
Interest-earning assets
Mortgage loans $1,845,854 $ 67,457 7.31% $ 1,432,368 $ 52,515 7.33%
Other loans 24,465 1,073 8.77 35,607 1,636 9.19
Mortgage-backed securities 724,717 25,650 7.08 775,820 25,336 6.53
Money market investments 8,938 260 5.82 1,865 69 7.40
Debt and equity securities 238,759 9,148 7.66 158,539 5,160 6.51
---------- -------- ----------- --------
Total interest-earning assets 2,842,733 103,588 7.29 2,404,199 84,716 7.05
-------- --------
Non-interest-earning assets 119,568 157,266
---------- -----------
Total assets $2,962,301 $ 2,561,465
========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Interest-bearing liabilities
Savings accounts $ 642,148 $ 9,017 2.81% $ 606,660 $ 9,684 3.19%
Certificate accounts 1,135,393 31,652 5.58 912,513 23,824 5.22
NOW accounts 274,704 671 0.49 230,613 743 0.64
Money market accounts 71,698 1,171 3.27 57,175 859 3.00
Borrowed funds 694,448 21,666 6.24 568,617 15,480 5.44
---------- -------- ----------- --------
Total interest-bearing liabilities 2,818,391 64,177 4.55 2,375,578 50,590 4.26
-------- --------
Other liabilities 39,581 67,392
---------- -----------
Total liabilities 2,857,972 2,442,970
Stockholders' equity 104,329 118,495
---------- -----------
Total liabilities and
stockholders' equity $2,962,301 $ 2,561,465
========== ===========
Net interest income $ 39,411 $ 34,126
======== ========
Net interest spread 2.74% 2.79%
==== ====
Net interest margin 2.77% 2.84%
==== ====
(1) annualized
</TABLE>
-9-
<PAGE>
<TABLE>
<CAPTION>
HAVEN BANCORP, INC.
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
2000 1999
------- ------- ------------------------------------------------
2Q 1Q 4Q 3Q 2Q 1Q
------- ------- ------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
INTEREST INCOME
---------------
Loans $34,123 $34,407 $33,923 $31,339 $28,416 $25,735
Mortgage-backed securities 12,793 12,857 12,566 12,952 12,686 12,650
Money market investments 113 147 20 53 39 30
Debt and equity securities 4,822 4,326 4,160 4,134 3,095 2,065
------- ------- ------- ------- ------- -------
Total Interest Income 51,851 51,737 50,669 48,478 44,236 40,480
------- ------- ------- ------- ------- -------
INTEREST EXPENSE
----------------
Deposits
Savings accounts 4,501 4,516 4,867 5,114 5,015 4,669
NOW accounts 289 382 503 428 419 324
Money market accounts 642 529 544 430 440 419
Certificate accounts 16,081 15,571 14,891 13,554 12,071 11,753
Borrowed funds 10,519 11,147 11,585 10,400 8,371 7,109
------- ------- ------- ------- ------- -------
Total Interest Expense 32,032 32,145 32,390 29,926 26,316 24,274
------- ------- ------- ------- ------- -------
Net interest income before provision for loan losses 19,819 19,592 18,279 18,552 17,920 16,206
Provision for loan losses 585 565 1,035 1,035 880 675
------- ------- ------- ------- ------- -------
Net interest income after provision for loan losses 19,234 19,027 17,244 17,517 17,040 15,531
------- ------- ------- ------- ------- -------
NON-INTEREST INCOME
-------------------
Loan fees and servicing income 342 264 1,285 528 422 505
Mortgage banking income 171 1,084 692 97 677 2,268
Retail banking fees 5,811 4,866 4,634 4,472 3,865 3,079
Net gain on sales of interest-earning assets - 126 (930) 111 1,234 335
Insurance, annuity and mutual fund fees 2,252 2,169 1,885 2,231 2,168 1,975
Other 141 94 211 170 182 135
------- ------- ------- ------- ------- -------
Total Non-Interest Income 8,717 8,603 7,777 7,609 8,548 8,297
------- ------- ------- ------- ------- -------
NON-INTEREST EXPENSE
--------------------
Compensation and benefits 8,541 11,037 11,803 10,917 10,927 11,040
Occupancy and equipment 3,156 3,609 2,723 3,482 3,439 3,344
REO operations, net 79 (176) (148) 112 (33) (151)
Federal deposit insurance premiums 120 108 302 255 254 254
Restructuring (recoveries) charges (180) 7,057 - - - -
Other 5,304 5,840 5,253 5,520 5,662 5,138
------- ------- ------- ------- ------- -------
Total Non-Interest Expense 17,020 27,475 19,933 20,286 20,249 19,625
------- ------- ------- ------- ------- -------
Income before income tax expense 10,931 155 5,088 4,840 5,339 4,203
Income tax expense 3,845 54 1,359 1,890 2,011 1,603
------- ------- ------- ------- ------- -------
Net income $ 7,086 $ 101 $ 3,729 $ 2,950 $ 3,328 $ 2,600
======= ======= ======= ======= ======= =======
Net income per common share:
Basic $ 0.80 $0.01 $0.42 $0.34 $0.38 $0.30
======= ======= ======= ======= ======= =======
Diluted $ 0.76 $0.01 $0.40 $0.32 $0.37 $0.29
======= ======= ======= ======= ======= =======
</TABLE>
Note: Certain reclassifications have been made to prior period amounts to
conform to the current period presentation.
-10-