SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 Date of Report (Date of earliest event reported) July 23, 1996 Long Island Bancorp, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 0-23526 11-3198508 (State or Other Jurisdiction (Commission File (I.R.S. Employer of Incorporation) Number) Identification No.) 201 Old Country Road Melville, New York 11747-2724 (Address of Principal (Zip Code) Executive Offices) Registrant's telephone number, including area code (516) 547-2000 Not Applicable (Former Name of Former Address, if Changed Since Last Report) This document contains exactly 3 pages. Item 1. Changes in Control Registrant Not Applicable Item 2. Acquisition or Disposition of Assets Not Applicable Item 3. Bankruptcy or Receivership Not Applicable Item 4. Changes in Registrant's Certifying Accountant Not Applicable Item 5. Other Events Press Release of Long Island Bancorp, Inc. dated July 23, 1996 Item 6. Resignations of Registrant's Directors Not Applicable Item 7. Financial Statements and Exhibits (a) Not Applicable SIGNATURE 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 hereunto duly authorized. LONG ISLAND BANCORP, INC. By: /s/ Mark Fuster ------------------------ Name: Mark Fuster Title: Chief Financial Officer (principal financial and accounting officer) Date: July 23, 1996 LONG ISLAND BANCORP, INC. NEWS RELEASE 201 Old Country Road Melville, New York 11747 Contact: Mary M. Feder Vice President, Investor Relations 516-547-2607 LONG ISLAND BANCORP, INC. REPORTS THIRD QUARTER EARNINGS Melville, New York, July 23, 1996 - Long Island Bancorp, Inc. (NASDAQ: LISB), the holding company for The Long Island Savings Bank, FSB today reported net income for the third quarter ended June 30, 1996 of $11.3 million and earnings per share of $0.47 compared with $11.0 million and $0.45 per share in the third quarter of 1995. For the nine months ended June 30, 1996 net income and earnings per share amounted to $34.2 million and $1.40, respectively, compared with $31.6 million and $1.29 per share, respectively in the nine months ended June 30, 1995. Commenting on the financial performance this quarter, John J. Conefry, Jr., Chairman of the Board and Chief Executive Officer stated, "We have continued to maintain a consistent level of earnings in a narrowing interest margin environment. We are pleased with the continued solid performance of loan originations in the first nine months of our fiscal year and with the acquisition of additional mortgage origination offices in Pennsylvania and North Carolina and we continue to experience positive growth in our core consumer banking business." EARNINGS SUMMARY FOR THE QUARTER ENDED JUNE 30, 1996 The Company's net interest income increased by $0.4 million to $39.1 million in the quarter ended June 30, 1996 compared with $38.7 million in the same quarter of 1995. The increase in net interest income is primarily attributable to the investment of additional borrowed funds at a positive interest rate spread which increased net interest income while creating downward pressure on the net interest margin. Average borrowed funds increased $206.6 million in 1996 compared with 1995. The net interest margin declined to 3.29% in the 1996 quarter from 3.46% in the 1995 quarter primarily as a result of the expanded borrowing levels and their associated costs. Total non-interest income increased by $2.8 million, or 33.4%, to $10.9 million for the quarter ended June 30, 1996 from $8.1 million for the same quarter in 1995. The principal components of the increase were improvements in net gains on sale activity of $1.8 million, net gain on investments in real estate and premises of $0.7 million and total fees and other income of $0.3 million. The $1.8 million increase in the net gains on sale activity reflects the execution of management's strategy of periodically taking profits in the Company's loan, investment and funding portfolios. As interest rates changed during the quarter, the Company recognized profits in the available-for-sale portfolios which resulted in increased liquidity and improved the Company's ability to take advantage of higher yielding investments as they become available. The increase of $0.7 million in net gain on investment in real estate and premises reflects the refund of real estate taxes stemming from tax certiorari proceedings and the disposition, at a slight profit, of two non-strategic properties. The increase of $0.3 million in fees and other income resulted principally from commissions generated from the activities of the Company's insurance and securities subsidiary coupled with increased loan fees and service charges stemming from the growth of the mortgage servicing portfolio. Total non-interest expense increased by $3.0 million, or 11.6%, to $29.2 million in the quarter ended June 30, 1996 from $26.2 million in the comparable 1995 quarter. The increase in non-interest expense is principally a result of increased expenditures of $1.0 million for advertising and promotion costs related to the Company's television campaign, greater compensation costs of $0.6 million reflecting the appreciation of the Company's common stock and greater depreciation and occupancy costs of $0.7 million resulting from the Company's recent expansion and technological investments. Income tax expense decreased by $0.2 million to $7.9 million in the quarter ended June 30, 1996 from $8.1 million in the comparable 1995 quarter. This decrease is primarily attributable to reductions in the deferred tax valuation reserve. EARNINGS SUMMARY FOR THE NINE MONTHS ENDED JUNE 30, 1996 Net interest income increased by $0.5 million to $115.7 million for the nine month period ended June 30, 1996 compared with $115.2 million in 1995. The investment of additional average borrowed funds of $188.4 million at a positive interest rate spread was the primary contributing factor. The utilization of this strategy and the downward shift in the yield curve from a year ago did, however, create downward pressure on the net interest margin which declined to 3.30% in the 1996 period from 3.50% in 1995. The provision for possible loan losses was reduced by $0.3 million to $4.7 million for the nine months ended June 30, 1996 from $5.0 million in 1995. This reduction reflects management's assessment of the level of non-performing loans, which at June 30, 1996 was $52.9 million compared with $55.1 million at June 30, 1995 and the improvement in the ratio of non-performing loans to total gross loans of 1.81% at June 30, 1996, down from 2.65% at June 30, 1995. Total non-interest income increased by $9.4 million, or 45.7%, to $30.0 million in the nine months ended June 30, 1996 from $20.6 million in 1995. The increase in total non-interest income was due to improvements in total fees and other income of $1.8 million, total net gains on sale activity of $4.7 million and net gain on investment in real estate and premises of $2.8 million. The increase in total fees and other income of $1.8 million reflects greater loan fees and service charges of $0.5 million from higher loan volume, greater loan servicing fees of $0.3 million from expanded loan servicing activities, increased income from insurance and securities commissions of $0.7 million primarily from improved market conditions coupled with the Company's expanded delivery channels and lastly, from greater miscellaneous income of $0.4 million from increased volume in secondary mortgage marketing activities. Net gains on sale activity increased by $4.7 million primarily due to the realization of profits in the available-for-sale portfolios which reflects management's investment strategy previously described. Further contributing to the $4.7 million increase was the 1995 write-down of $1.8 million stemming from the Company's investment in Nationar, a failed bank service institution. Net gain on investment in real estate and premises improved by $2.8 million primarily reflecting the disposition of five non-strategic investment properties coupled with the refund of real estate taxes previously mentioned. Total non-interest expense increased by $5.9 million, or 7.6%, to $82.0 million in 1996 as compared with $76.1 million in the comparable 1995 period. A portion of this change was due to an increase in compensation and benefits costs of $1.3 million reflecting the November 30, 1994 acquisitions of the operations of Entrust Financial Corporation and Developer's Mortgage Corporation as well as an increase in stock based compensation. The increase in stock based compensation was directly related to the improvement in the market price of the Company's common stock. Advertising expense increased $1.9 million principally as a result of a recently instituted television campaign to promote the mortgage and consumer banking businesses. The $1.7 million increase in office occupancy and equipment costs reflects the Company's major upgrade of its technological support to continue the expansion of the Company's mortgage operations and the modernization of consumer banking. Income tax expense increased by $1.8 million to $24.8 million in the nine months ended June 30,1996 from $23.0 million in 1995 primarily reflecting higher pre-tax income. BALANCE SHEET SUMMARY Total assets at June 30, 1996 were $5.2 billion, an increase of $319.4 million from the amount reported at September 30, 1995. The growth in assets is principally attributable to an increase of $802.1 million in total loans receivable held for investment partially offset by a $560.4 million decrease in mortgage-backed securities. Loan volume for the nine months ended June 30, 1996 was $1.7 billion of which $305.5 million represents bulk purchases of loans. The increase in total liabilities primarily reflects an increase in borrowed funds of $267.2 million and an increase in deposits of $57.6 million. Stockholders' equity decreased by $4.5 million during the nine months ended June 30, 1996. The decrease reflects the declaration of $6.9 million in dividends, the net purchase of treasury stock in the amount of $32.6 million and a $4.6 million decline in unrealized gains on securities classified as available-for-sale which was partially offset by earnings of $34.2 million and $5.4 million related to the Company's stock benefit plans. At June 30, 1996, book value per share amounted to $21.03. Long Island Bancorp, Inc. is the holding company for The Long Island Savings Bank, FSB. The Long Island Savings Bank, FSB is a federally chartered FDIC-insured institution which serves its customers through 36 full service branch offices throughout Queens, Nassau and Suffolk counties. The Bank also operates mortgage loan offices across Long Island and in Connecticut, Delaware, Georgia, Maryland, New Jersey, North Carolina, Pennsylvania and Virginia, and maintains an Internet home page at the address: http: //www.lisb.com. (Financial tables attached) LONG ISLAND BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (IN THOUSANDS, EXCEPT SHARE DATA) JUNE 30, SEPTEMBER 30, 1996 1995 --------------- --------------- A S S E T S Cash and cash equivalents (including interest-earning assets of $26,459 and $10,850, respectively) $ 86,679 $ 67,410 Investment in debt and equity securities, net: Held-to-maturity, net (estimated fair value of $0 and $55,871, respectively) 55,839 --- Available-for-sale 283,326 233,408 Mortgage-backed securities, net: Held-to-maturity (estimated fair value of $23,326 and $1,339,014, respectively) 23,326 1,337,903 Available-for-sale 1,693,011 938,847 Stock in Federal Home Loan Bank of New York, at cost 40,754 35,132 Loans held for sale, net 87,881 49,372 Loans receivable held for investment, net: Real estate loans, net 2,683,028 1,900,204 Commercial loans, net 7,237 8,706 Other loans, net 140,727 120,189 --------------- --------------- Loans, net 2,830,992 2,029,099 Less allowance for possible loan losses (34,105) (34,358) --------------- --------------- Total loans receivable held for investment, net 2,796,887 1,994,741 Office properties and equipment, net 91,444 86,239 Accrued interest receivable, net 32,564 31,752 Real estate owned, net 7,511 8,893 Investment in real estate, net 6,985 12,286 Prepaid expenses and other assets 53,649 38,472 Mortgage servicing rights, net 17,002 11,328 --------------- --------------- Total assets $ 5,221,019 $ 4,901,622 =============== =============== L I A B I L I T I E S A N D S T O C K H O L D E R S ' E Q U I T Y Liabilities: Deposits, net $ 3,631,157 $ 3,573,529 Official checks outstanding 32,222 42,812 Borrowed funds 900,831 633,675 Mortgagors' escrow liabilities 44,574 71,400 Accrued expenses and other liabilities 90,524 54,032 --------------- --------------- Total liabilities 4,699,308 4,375,448 Stockholders' equity: Preferred stock ( $0.01 par value, 5,000,000 shares authorized; none issued) --- --- Common stock ($0.01 par value, 45,000,000 shares authorized; 26,816,464 shares issued, 24,805,349 and 26,076,486 outstanding, respectively) 268 268 Additional paid-in capital 302,126 298,518 Unallocated Employee Stock Ownership Plan (19,634) (21,443) Unearned Management Recognition & Retention Plan (6,016) (7,071) Unrealized gain on securities available-for-sale, net of tax 2,341 6,947 Retained income-partially restricted 290,410 264,105 Treasury stock, at cost (2,011,115 and 739,978 shares, (47,784) (15,150) respectively) --------------- --------------- Total stockholders' equity 521,711 526,174 --------------- --------------- Total liabilities and stockholders' equity $ 5,221,019 $ 4,901,622 =============== =============== LONG ISLAND BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT PER SHARE DATA) FOR THE THREE MONTHS ENDED FOR THE NINE MONTHS ENDED JUNE 30, JUNE 30, ---------------------------------------------------------- 1996 1995 1996 1995 ------------- ----------------------------- ------------- Interest income: Real estate loans $ 49,680 $ 37,643 $ 130,701 $ 102,326 Commercial loans 163 400 553 868 Other loans 3,714 3,657 10,994 11,273 Mortgage-backed securities 29,970 35,020 105,221 100,574 Debt and equity securities 4,335 5,989 12,682 19,412 ------------- ------------- ------------- ------------- Total interest income 87,862 82,709 260,151 234,453 ------------- ------------- ------------- ------------- Interest expense: Deposits 38,427 36,558 116,785 100,973 Borrowed funds 10,296 7,491 27,697 18,309 ------------- ------------- ------------- ------------- Total interest expense 48,723 44,049 144,482 119,282 ------------- ------------- ------------- ------------- Net interest income 39,139 38,660 115,669 115,171 Provision for possible loan losses 1,600 1,500 4,700 4,970 ------------- ------------- ------------- ------------- Net interest income after provision for possible 37,539 37,160 110,969 110,201 loan losses Non-interest income: Fees and Other income: Loan fees and service charges 837 635 2,273 1,746 Loan servicing fees 3,058 3,303 9,215 8,884 Income from insurance and securities commissions 442 253 1,240 590 Deposit service fees 1,463 1,449 4,419 4,471 ------------- ------------- ------------- ------------- Total fee income 5,800 5,640 17,147 15,691 Other income 968 849 2,668 2,280 ------------- ------------- ------------- ------------- Total Fees and Other income 6,768 6,489 19,815 17,971 Net gains on sale activity: Net gains on loans and mortgage-backed securities 2,195 924 5,317 2,946 Net gains (losses) on investment in debt and equity 169 (349) 428 (1,925) securities ------------- ------------- ------------- ------------- Total net gains on sale activity 2,364 575 5,745 1,021 Net gain on investment in real estate and 1,735 1,081 4,394 1,562 premises ------------- ------------- ------------- ------------- Total non-interest income 10,867 8,145 29,954 20,554 Non-interest expense: General and administrative expense: Compensation, payroll taxes and fringe benefits 14,255 13,632 41,157 39,899 Advertising 1,836 801 4,267 2,378 Office occupancy and equipment 5,223 4,558 14,952 13,297 Federal insurance premiums 2,292 2,226 6,768 6,755 Other general and administrative expense 4,951 4,411 13,285 12,539 ------------- ------------- ------------- ------------- Total general and administrative expense 28,557 25,628 80,429 74,868 Net loss on real estate owned 637 533 1,531 1,268 ------------- ------------- ------------- ------------- Total non-interest expense 29,194 26,161 81,960 76,136 ------------- ------------- ------------- ------------- Income before income taxes 19,212 19,144 58,963 54,619 Provision for income taxes 7,918 8,134 24,786 23,029 ------------- ------------- ------------- ------------- Net income $ 11,294 $ 11,010 34,177 31,590 ============= ============= =========== =========== Primary earnings per common share (a) $ 0.47 $ 0.45 $ 1.40 $ 1.29 ============= ============= ============= ============= Fully diluted earnings per common share (a) $ 0.47 $ 0.45 $ 1.40 $ 1.29 ============= ============= ============= ============= (a) For the three and nine months ended June 30, 1996, primary and fully diluted earnings per common share reflect the dilutive effect of stock options. For the three and nine months ended June 30, 1995, stock options were not materially dilutive. LONG ISLAND BANCORP, INC. AND SUBSIDIARY AVERAGE BALANCE SHEET FOR THE THREE MONTHS ENDED JUNE 30, ------------------------------------------------------------------------------------- 1996 1995 ----------------------------------------- ----------------------------------------- AVERAGE AVERAGE AVERAGE YIELD\ AVERAGE YIELD\ BALANCE INTEREST COST BALANCE INTEREST COST -------------- ------------ ----------- --------------- ------------- ---------- (DOLLARS IN THOUSANDS) INTEREST-EARNING ASSETS: Interest-earning cash equivalents $ 36,134 $ 471 5.24 % $ 28,665 $ 402 5.61 % Debt and equity securities and FHLB-NY stock, net (1) 272,201 3,864 5.68 376,920 5,587 5.93 Mortgage-backed securities, net 1,766,240 29,970 6.79 2,125,002 35,020 6.59 (1) Real estate loans, net (2) 2,558,200 49,680 7.77 1,824,390 37,643 8.25 Commercial and other loans, net 129,150 3,877 12.01 116,888 4,057 13.88 (2) -------------- ------------ -------- --------------- ------------- -------- Total interest-earning assets 4,761,925 87,862 7.38 4,471,865 82,709 7.40 Other non-interest-earning 269,453 229,151 assets -------------- ------------ --------------- ------------- Total assets $ 5,031,378 $ 87,862 $ 4,701,016 $ 82,709 ============== ============ =============== ============= INTEREST-BEARING LIABILITIES: Deposits, net $ 3,664,799 $ 38,427 4.22 % $ 3,558,235 36,558 4.12 % Borrowed funds 727,132 10,296 5.70 520,555 7,491 5.77 -------------- ------------ -------- --------------- ------------- -------- Total interest-bearing 4,391,931 48,723 4.46 4,078,790 44,049 4.33 liabilities Non-interest-bearing 120,721 103,097 liabilities -------------- --------------- Total liabilities 4,512,652 4,181,887 Total stockholders' equity 518,726 519,129 -------------- ------------ -------- --------------- ------------- -------- Total liabilities and stockholders' equity $ 5,031,378 $ 48,723 $ 4,701,016 $ 44,049 ============== ------------ =============== ------------- Net interest income/spread (3) $ 39,139 2.92 % $ 38,660 3.07 % ============ ======== ============= ======== Net interest margin as % of interest-earning assets 3.29 % 3.46 % (4) ======== ======== Ratio of interest-earning assets to interest-bearing 108.42 % 109.64 % liabilities ======== ======== (1) Debt and equity and mortgage-backed securities are shown including the average market value appreciation of $7.6 million and $1.2 million for the three months ended June 30, 1996 and 1995, respectively. (2) Net of unearned discounts, premiums, deferred loan fees, purchase accounting discounts and premiums and allowance for possible loan losses, and including non-performing loans and loans held for sale. (3) Interest rate spread represents the difference between the average rate on interest-earning assets and the average cost of interest-bearing liabilities. (4) Net interest margin represents net interest income divided by average interest-earning assets. LONG ISLAND BANCORP, INC. AND SUBSIDIARY AVERAGE BALANCE SHEET FOR THE NINE MONTHS ENDED JUNE 30, ------------------------------------------------------------------------------------- 1996 1995 ----------------------------------------- ----------------------------------------- AVERAGE AVERAGE AVERAGE YIELD\ AVERAGE YIELD\ BALANCE INTEREST COST BALANCE INTEREST COST -------------- ------------ ----------- --------------- ------------- ---------- (DOLLARS IN THOUSANDS) INTEREST-EARNING ASSETS: Interest-earning cash equivalents $ 32,938 $ 1,330 5.39 % $ 52,531 $ 2,117 5.37 % Debt and equity securities and FHLB-NY stock, net (1) 270,104 11,352 5.60 406,920 17,295 5.67 Mortgage-backed securities, net 2,043,011 105,221 6.87 2,124,016 100,574 6.31 (1) Real estate loans, net (2) 2,206,548 130,701 7.90 1,686,361 102,326 8.09 Commercial and other loans, net 122,142 11,547 12.61 120,131 12,141 13.48 (2) -------------- ------------ -------- --------------- ------------- -------- Total interest-earning assets 4,674,743 260,151 7.42 4,389,959 234,453 7.12 Other non-interest-earning 263,668 222,649 assets -------------- ------------ --------------- ------------- Total assets $ 4,938,411 $ 260,151 $ 4,612,608 $ 234,453 ============== ============ =============== ============= INTEREST-BEARING LIABILITIES: Deposits, net $ 3,649,092 $ 116,785 4.27 % $ 3,559,680 100,973 3.79 % Borrowed funds 644,324 27,697 5.74 455,934 18,309 5.37 -------------- ------------ -------- --------------- ------------- -------- Total interest-bearing 4,293,416 144,482 4.50 4,015,614 119,282 3.97 liabilities Non-interest-bearing liabilities 119,507 90,803 -------------- --------------- Total liabilities 4,412,923 4,106,417 Total stockholders' equity 525,488 506,191 -------------- ------------ -------- --------------- ------------- -------- Total liabilities and stockholders' equity $ 4,938,411 $ 144,482 $ 4,612,608 $ 119,282 ============== ------------ =============== ------------- Net interest income/spread (3) $ 115,669 2.92 % $ 115,171 3.15 % ============ ======== ============= ======== Net interest margin as % of interest-earning assets 3.30 % 3.50 % (4) ======== ======== Ratio of interest-earning assets to interest-bearing 108.88 % 109.32 % liabilities ======== ======== (1) Debt and equity and mortgage-backed securities are shown including the average market value appreciation of $15.8 million and depreciation of $7.1 million for the nine months ended June 30, 1996 and 1995, respectively. (2) Net of unearned discounts, premiums, deferred loan fees, purchase accounting discounts and premiums and allowance for possible loan losses, and including non-performing loans and loans held for sale. (3) Interest rate spread represents the difference between the average rate on interest-earning assets and the average cost of interest-bearing liabilities. (4) Net interest margin represents net interest income divided by average interest-earning assets. LONG ISLAND BANCORP, INC. AND SUBSIDIARY FINANCIAL HIGHLIGHTS AT OR FOR THE AT OR FOR THE THREE MONTHS NINE MONTHS ENDED JUNE 30, ENDED JUNE 30, ---------------------------------- ---------------------------------- 1996 1995 1996 1995 -------------- --------------- --------------- --------------- SELECTED FINANCIAL RATIOS: (A) Return on average assets 0.90% 0.94% 0.92% 0.91% Return on average stockholders' equity 8.71 8.48 8.67 8.32 Average stockholders' equity to average assets 10.31 11.04 10.64 10.97 Stockholders' equity to total assets 9.99 10.90 9.99 10.90 Interest rate spread during period 2.92 3.07 2.92 3.15 Net interest margin 3.29 3.46 3.30 3.50 Operating expenses to average assets 2.27 2.18 2.17 2.16 Efficiency ratio 62.21 56.76 59.36 56.23 Net interest income to operating expenses 1.37x 1.51x 1.44x 1.54x Average interest-earning assets to average interest-bearing 108.42 109.64 108.88 109.32 liabilities SELECTED DATA: Primary earnings per share (b) $ 0.47 $0.45 $ 1.40 $1.29 Weighted average number of shares outstanding for primary 23,979,330 24,516,712 24,356,153 24,462,599 earnings per share computation Fully diluted earnings per share (b) $0.47 $0.45 $1.40 $1.29 Weighted average number of shares outstanding for fully 24,029,679 24,516,712 24,462,925 24,462,599 diluted earnings per share computation Book value per share $21.03 $19.66 $21.03 $19.66 Number of shares outstanding for book value per share 24,805,349 26,504,111 24,805,349 26,504,111 computation Cash dividends declared per share $0.10 $0.10 $0.30 $0.30 Dividend payout ratio 21.28% 22.22% 21.43% 23.26% AT JUNE 30, ---------------------------- 1996 1995 ------------ ----------- ASSET QUALITY RATIOS: Non-performing loans to total gross loans 1.81% 2.65% Non-performing assets to total assets 1.16 1.36 Allowance for possible loan losses to non-performing loans 64.50 63.87 REGULATORY CAPITAL AT JUNE 30, 1996 FOR THE LONG ISLAND SAVINGS BANK, FSB: REGULATORY REGULATORY EXCESS CAPITAL CAPITAL CAPITAL REQUIREMENT LEVEL LEVEL AMOUNT PERCENT AMOUNT PERCENT AMOUNT PERCENT (DOLLARS IN THOUSANDS) Tangible capital $ 77,487 1.50% $421,464 8.16% $343,977 6.66% Core capital 154,973 3.00 421,464 8.16 266,491 5.16 Risk-based capital 211,791 8.00 454,569 17.17 242,778 9.17 (a) Ratios for the three and nine months ended June 30, 1996 and 1995 were calculated on an annualized basis. (b) For the three and nine months ended June 30, 1996, primary and fully diluted earnings per common share reflect the dilutive effect of stock options. For the three and nine months ended June 30,1995, stock options were not materially dilutive.