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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): April 22, 1997
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Dime Bancorp, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-13094 11-3197414
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
589 Fifth Avenue, New York, New York 10017
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (212) 326-6170
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Not Applicable
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(Former Name or Former Address, if changed since last Report)
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Item 5. Other Events.
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On April 22, 1997, Dime Bancorp, Inc. (the "Registrant") issued a
press release announcing its preliminary financial results for the first quarter
of 1997. The press release has been filed as an exhibit to this Current Report
and is incorporated by reference herein.
Item 7. Financial Statements, Pro Forma
Financial Information and Exhibits.
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The following exhibit is attached to this Current Report.
99 - Press Release, dated April 22, 1997, issued by the Registrant.
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SIGNATURES
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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.
DIME BANCORP, INC.
By: /s/ Lawrence J. Toal
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Lawrence J. Toal
Chief Executive Officer,
President,Chief Operating
Officer and Director
Date: April 22, 1997
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EXHIBIT INDEX
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Exhibit Item Page
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99 Press Release, dated April 22, 1997, 5
issued by Dime Bancorp, Inc.
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Exhibit 99
CONTACT: FRANKLIN L. WRIGHT
(212) 326-6170
OR
DAVID NEIBART
GAVIN ANDERSON & COMPANY
(212) 373-0200
APRIL 22, 1997
97/2
FOR IMMEDIATE RELEASE
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DIME BANCORP REPORTS IMPROVED FIRST QUARTER EARNINGS
New York, NY - April 22, 1997 - Dime Bancorp, Inc. (NYSE:DME), parent
company of The Dime Savings Bank of New York, FSB, today reported net income of
$32.9 million, or $0.31 per fully diluted common share, for the first quarter of
1997, up 22% from net income of $27.1 million, or $0.25 per fully diluted common
share, for the comparable prior year quarter. Dime's annualized return on
average stockholders' equity and return on average assets were 12.66% and 0.69%,
respectively, in the first quarter of 1997, compared with 10.93% and 0.54%,
respectively, in the first quarter of 1996.
"The first quarter of 1997 was marked by improved financial performance
and, equally important, by progress in building our key businesses," commented
Lawrence J. Toal, President and Chief Executive Officer. "Both net interest
income and overall revenues from fee-generating activities were higher in the
first quarter of 1997, as compared with the year-earlier period. We also
maintained good control of expenses even as we stepped up our investment of
resources to build our business for the future."
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"While loan production in total was down from the first quarter of last
year, consumer and commercial real estate loan originations were each higher.
First quarter 1997 residential loan production of $637.6 million was $267.3
million lower than last year's first quarter; however, Dime's mortgage banking
business is building momentum in several key areas, the pipeline is growing, and
we expect residential loan production to increase as we move through the balance
of the year," added Mr. Toal.
Operating Results
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Net interest income in the 1997 first quarter was $117.3 million, as
compared with $114.3 million in the first quarter of 1996. The growth in net
interest income occurred despite the reduction in Dime's "wholesale" position --
mortgage-backed securities funded by borrowings --which resulted in a $1.0
billion reduction in average interest-earning assets. The increase reflects a
rise in Dime's net interest margin from 2.35% in the 1996 first quarter to 2.51%
in the 1997 first quarter, attributable in part to sales of relatively lower-
yielding mortgage-backed securities during 1996 and lower overall funding costs.
Non-interest income increased to $27.6 million for the 1997 first quarter
from $23.6 million in the comparable prior year quarter. This improvement was
attributable largely to a $1.4 million, or 29.5%, increase in securities and
insurance brokerage fees, together with $2.0 million of net gains from
securities transactions during the first quarter of 1997, as compared with net
losses from securities transactions of $0.7 million in the first quarter of
1996. These factors were offset partially by a $1.1 million decline in net gains
from sales of loans in the 1997 first quarter as compared with the 1996 first
quarter.
Non-interest expense was $80.6 million in the three months ended March 31,
1997, compared with $81.6 million in the year-earlier period. The 1996 period
included restructuring and merger-related expense of $3.5 million. General and
administrative expense totaled $72.4 million in the 1997 first quarter, up $2.2
million from the comparable prior year quarter, but down $3.2 million from the
fourth quarter of 1996. The 1996 fourth quarter included a $4.3 million charge
in connection with the relocation of the mortgage banking operation headquarters
to Tampa, Florida. The 1997 first quarter included expenses associated with the
continuing expansion of Dime's mortgage banking and consumer lending activities,
the ongoing development of product sales technology, and a higher level of
commissions associated with increased fees from investment services.
Asset Quality
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Non-performing assets, which consist of non-accrual loans and other real
estate owned, net, were $230.4 million, or 1.25% of total assets, at March 31,
1997, as compared with $244.8 million, or 1.30% of total assets, at year-end
1996. At March 31, 1997, non-accrual loans totaled $182.6 million, or 1.68% of
total loans receivable, compared with $191.6 million, or 1.78% of total loans
receivable, at year-end 1996. The allowance for loan losses represented 56.5% of
non-accrual loans at March 31, 1997.
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Recent Events
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During the second quarter of 1997, agreements were reached to sell
approximately $126 million of Dime's non-performing residential loans and owned
real estate. It is currently estimated that these sales will result in a one-
time pre-tax charge in the second quarter of approximately $15 million. The loss
is expected to be substantially offset by reinvestment earnings and lower
credit-related costs during the balance of 1997. Adjusted for the sales, on a
pro forma basis as of March 31, 1997, Dime's portfolio of non-performing assets
would be approximately $104 million, or 0.57% of total assets. The planned
transactions are, however, still subject to certain standard closing conditions,
and no assurance can be given that they will be consummated as anticipated.
The proposed acquisition by Dime of BFS Bankorp, Inc., the parent company
of Bankers Federal Savings FSB, has received all required approvals and is
scheduled to close in the second quarter of 1997. Completion of the acquisition
will add approximately $600 million of loans and $450 million of deposits to
Dime's balance sheet.
At March 31, 1997, Dime had assets of $18.5 billion, deposits of $12.8
billion, and stockholders' equity of $1.1 billion. At that date, the Bank's
regulatory capital ratios were in excess of the minimum requirements for a
"well-capitalized" designation--the highest regulatory classification. The Bank
operates 85 branches in the greater New York metropolitan area and one branch in
Florida, and completion of the BFS acquisition will add five branches to Dime's
New York City network. Dime originates loans in selected markets throughout the
United States.
Certain statements in Dime's press releases are forward-looking and may be
identified by the use of forward-looking words or phrases such as "believe,"
"expect," "anticipate," "planned" and "estimated." These forward-looking
statements are based on Dime's current expectations. The Private Securities
Litigation Reform Act of 1995 provides a "safe harbor" for such forward-looking
statements. In order to comply with the terms of the safe harbor, Dime notes
that a variety of factors could cause Dime's actual results and experience to
differ materially from the anticipated results or other expectations expressed
in such forward-looking statements. The risks and uncertainties that may affect
the operations, performance, development and results of Dime's business include
interest rate movements, competition from both financial and non-financial
institutions, changes in applicable laws and regulations, the timing and
occurrence (or non-occurrence) of transactions and events that may be subject to
circumstances beyond Dime's control, and general economic conditions.
# # #
NOTE: PLEASE VISIT DIME'S HOME PAGE ON THE INTERNET: WWW.DIME.COM
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DIME BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
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(In thousands) (unaudited)
<S> <C> <C>
ASSETS
Cash and due from banks $ 142,433 $ 158,753
Money market investments 18,838 25,764
Loans held for sale 123,563 115,325
Securities available for sale 2,283,937 2,589,572
Securities held to maturity 4,141,955 4,363,971
Federal Home Loan Bank of New York stock 266,244 266,244
Loans receivable, net:
First mortgage loans 8,832,335 8,698,990
Cooperative apartment loans 1,279,922 1,261,648
Consumer and business loans 778,328 777,419
Allowance for loan losses (103,223) (106,495)
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Total loans receivable, net 10,787,362 10,631,562
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Other real estate owned, net 47,797 53,255
Accrued interest receivable 105,270 106,041
Premises and equipment, net 103,608 103,541
Mortgage servicing assets (1) 124,871 127,745
Deferred tax asset, net 173,525 183,672
Other assets 145,383 144,663
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Total assets $18,464,786 $18,870,108
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LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Deposits $12,849,906 $12,856,739
Securities sold under agreements to repurchase 3,494,448 3,550,234
Federal Home Loan Bank of New York advances 560,101 925,139
Senior notes 197,638 197,584
Other borrowed funds 142,779 142,234
Other liabilities 166,210 175,841
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Total liabilities 17,411,082 17,847,771
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Stockholders' equity:
Common stock 1,083 1,083
Additional paid-in capital 914,386 914,386
Retained earnings 189,870 158,956
Treasury stock, at cost (44,632) (51,498)
Net unrealized (loss) gain on securities available
for sale, net of related income taxes (6,222) 22
Unearned compensation (781) (612)
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Total stockholders' equity 1,053,704 1,022,337
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Total liabilities and stockholders' equity $18,464,786 $18,870,108
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</TABLE>
(1) In connection with the Company's adoption, effective January 1, 1997, of
Statement of Financial Accounting Standards No. 125, "Accounting for
Transfers and Servicing of Financial Assets and Extinguishments of
Liabilities," capitalized excess servicing at December 31, 1996 has been
reclassified to mortgage servicing assets.
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DIME BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
<CAPTION>
For the Three Months Ended
March 31,
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(In thousands, except per share data) 1997 1996
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(unaudited)
<S> <C> <C>
Interest income $324,871 $343,528
Interest expense 207,598 229,193
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Net interest income 117,273 114,335
Provision for loan losses 10,000 10,500
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Net interest income after provision for loan losses 107,273 103,835
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Non-interest income:
Loan servicing fees, net (1) 9,917 9,894
Banking service fees 6,768 6,706
Securities and insurance brokerage fee 6,051 4,674
Net gains on sales activities 2,083 461
Other 2,786 1,833
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Total non-interest income 27,605 23,568
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Non-interest expense:
General and administrative expense:
Compensation and employee benefits 34,741 33,976
Occupancy and equipment, net 13,335 12,775
Other 24,305 23,443
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Total general and administrative expense 72,381 70,194
Other real estate owned expense, net 3,052 2,493
Amortization of mortgage servicing assets (1) 5,202 5,425
Restructuring and merger-related expense -- 3,504
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Total non-interest expense 80,635 81,616
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Income before income tax expense 54,243 45,787
Income tax expense 21,327 18,732
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Net income $ 32,916 27,055
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Primary and fully diluted earnings per common share $0.31 $0.25
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Primary average common shares outstanding 106,652 110,020
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Fully diluted average common shares outstanding 106,663 110,196
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</TABLE>
(1) In connection with the Company's adoption, effective January 1, 1997, of
Statement of Financial Accounting Standards No. 125, "Accounting for
Transfers and Servicing of Financial Assets and Extinguishments of
Liabilities," amortization of capitalized excess servicing for the three
months ended March 31, 1996 has been reclassified from "Loan servicing
fees, net" to "Amortization of mortgage servicing assets."
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DIME BANCORP, INC. AND SUBSIDIARIES
SELECTED FINANCIAL INFORMATION
<TABLE>
<CAPTION>
For the Three Months Ended
March 31,
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(Dollars in thousands, except per share data) 1997 1996
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(unaudited)
<S> <C> <C>
Performance Ratios: (1)
Interest rate spread 2.40% 2.26%
Net interest margin 2.51 2.35
General and administrative expense to
average assets 1.51 1.39
Efficiency ratio (2) 50.19 50.17
Return on average assets 0.69 0.54
Return on average stockholders' equity 12.66 10.93
Average Balances:
Interest-earning assets $18,432,739 $19,471,137
Interest-bearing liabilities 17,985,634 19,070,047
Total assets 19,189,532 20,199,554
Stockholders' equity 1,040,087 990,413
</TABLE>
<TABLE>
<CAPTION>
At At
March 31, December 31,
1997 1996
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(unaudited)
<S> <C> <C>
Regulatory Capital Ratios (The Dime
Savings Bank of New York, FSB):
Tangible 6.32% 6.06%
Leverage 6.32 6.06
Risk-based 13.30 13.08
Tier 1 risk-based 12.21 11.96
Asset Quality:
Non-performing assets $ 230,442 $ 244,845
Non-performing assets to total assets 1.25% 1.30%
Non-accrual loans to total loans receivable 1.68 1.78
Allowance for loan losses to non-accrual loans 56.52 55.58
Allowance for loan losses to total loans receivable 0.95 0.99
Financial Condition and Other Data:
Interest-earning assets $17,725,122 $18,098,933
Interest-bearing liabilities 17,244,872 17,671,930
Book value per common share 10.01 9.76
Tangible book value per common share 9.92 9.67
Stockholders' equity to total assets 5.71% 5.42%
</TABLE>
(1) Ratios have been annualized.
(2) The ratio for the three months ended March 31, 1996 has been restated in
connection with the Company's adoption, effective January 1, 1997, of
Statement of Financial Accounting Standards No. 125, "Accounting for
Transfers and Servicing of Financial Assets and Extinguishments of
Liabilities."