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) January 28, 1997 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) 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 January 28, 1997 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: January 28, 1997 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 FIRST QUARTER EARNINGS Melville, New York, January 28, 1997 - Long Island Bancorp, Inc. (NASDAQ: LISB), the holding company for The Long Island Savings Bank, FSB today reported net income of $11.9 million for the quarter ended December 31, 1996 as compared with $11.6 million for the quarter ended December 31, 1995. Earnings per share were $0.50 for the quarter ended December 31, 1996 compared with $0.47 for the same quarter in 1995. Commenting on the first quarter earnings, John J. Conefry, Jr., Chairman of the Board, President and Chief Executive Officer stated, "During the quarter, we grew net interest income to $40.3 million, the highest quarterly level within the past 3 years. We reduced our General and Administrative expenses from the quarter ended September 30, 1996 reflecting our focus on current and future cost containment efforts. We look forward to additional G&A reductions resulting from changes made to the Company's stock based benefit plans which were effective January 1, 1997 and lower federal insurance premiums resulting from the enactment of The Deposit Insurance Funds Act of 1996." Commenting on other events this quarter, Mr. Conefry stated "our continued strong financial performance has enabled us to increase our dividend rate by 50% allowing shareholders to participate in our earnings growth." EARNINGS SUMMARY FOR THE QUARTER ENDED DECEMBER 31, 1996 - -------------------------------------------------------- The Company's net interest income increased by $1.8 million to $40.3 million in the quarter ended December 31, 1996 compared with December 31, 1995. The increase in net interest income is attributable to the growth of the average real estate loan portfolio to $3.1 billion for the quarter ended December 31, 1996 from $2.0 billion for the quarter ended December 31, 1995. This growth was funded by a $540.7 million reduction in the average MBS portfolio and a $532.2 million increase in average borrowed funds. The net interest margin declined to 3.09% in the 1996 quarter from 3.32% in the 1995 quarter. On a trailing quarter basis, net interest income increased by $1.5 million over the September 30, 1996 quarter and the net interest margin remained constant at 3.09%. Total non-interest income decreased by $0.4 million, or 4.5%, to $8.8 million in the quarter ended December 31, 1996 from the quarter ended December 31, 1995. The decline is principally due to a decrease in the net gain on investment in real estate and premises of $2.7 million partially offset by increases in net gains on sale activity of $1.2 million and fee income of $0.9 million. The decline in the net gain on investment in real estate reflects a $2.0 million profit from the sale of three rental office properties that occurred in the December 31, 1995 quarter coupled with the resultant loss of rental income of $0.8 million from the sale of these and seven other real estate investment properties by the Company in fiscal 1996. The $1.2 million increase in net gains on sale activity reflects the execution of management's strategy of periodically realizing profits in the available-for-sale loan, investment and funding portfolios to enhance liquidity and to take advantage of higher yielding investments as they become available. The $0.9 million growth in total fee income is primarily attributable to increases in loan fees and service charges and loan servicing income. Total non-interest expense increased by $1.6 million, or 6.1%, to $27.4 million in the quarter ended December 31, 1996 compared with December 31, 1995. Contributing to the increase are additional compensation and benefit costs, office occupancy and equipment costs and other G&A expenses. Compensation and benefit costs increased by $0.9 million due to the increase in the value of the Company's common stock and its direct impact on stock-based compensation expense. Office occupancy and equipment costs increased $0.5 million primarily reflecting the Company's continued technological investments to improve its information and communication systems. Other G&A expenses increased $0.5 million due to additional expenditures related to the increase in mortgage origination volume. The effect of these increases on non-interest expense was partially mitigated by the reduction in federal insurance premiums due to a $0.5 million credit from SAIF in accordance with legislation enacted on September 30, 1996 to reduce the FDIC premium disparity between SAIF and BIF insured institutions. Beginning on January 1, 1997, deposit insurance premiums are anticipated to decline further as the Company's deposit assessment rate was reduced to 6.48 basis points from 23 basis points. Income tax expense decreased by $0.3 million to $8.2 million for the quarter ended December 31, 1996 as compared with the December 31, 1995 quarter. This decrease is attributable to the decline in the effective tax rate to 40.9% in 1996 from 42.5% in 1995. The decline in the effective tax rate principally reflects changes in the New York State tax bad debt deduction legislation. BALANCE SHEET SUMMARY - --------------------- Total assets at December 31, 1996 were $5.8 billion, an increase of $395.5 million from the amount reported at September 30, 1996. The growth in assets is attributable to increases of $330.7 million in total loans receivable held for investment and $90.5 million in cash and cash equivalents. Loan volume for the quarter ended December 31, 1996 was $767.6 million of which $187.1 million represents bulk purchases of loans. The increase in total liabilities primarily reflects an increase in borrowed funds of $422.9 million to $1.4 billion and a marginal increase in deposit liabilities of $28.1 million to $3.7 billion at December 31, 1996. Stockholders' equity increased by $6.6 million to $525.7 million during the quarter ended December 31, 1996. The increase consists of earnings of $11.9 million, an improvement of $2.2 million, net of tax, in unrealized gain on securities classified as available-for-sale and $2.4 million related to the Company's stock benefit plans. These increases were partially offset by the declaration of $3.4 million in dividends and the net purchase of treasury stock of $6.5 million. At December 31, 1996 book value per share amounted to $21.49. Certain reclassifications have been made to prior year amounts to conform to the current year presentation. 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) This document contains forward looking statements based on current management expectations. The Company's actual results could differ materially from those management expectations. Factors that could cause future results to vary from current management expectations include, but are not limited to, general economic conditions, changes in interest rates, deposit flows, the cost of funds, cost of federal deposit insurance premiums, cost of stock-based benefit plans, demand for loan products, demand for financial services, competition, changes in the quality or composition of the Bank's loan and investment portfolios, changes in accounting principles, policies or guidelines, and other economic, competitive, governmental, regulatory and technological factors affecting the Company's operations, products, services and prices. Additional factors are described in the Company's public reports filed with the SEC. LONG ISLAND BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (IN THOUSANDS, EXCEPT SHARE DATA) DECEMBER 31, SEPTEMBER 30, 1996 1996 --------------- --------------- A S S E T S Cash and cash equivalents (including interest-earning assets of $110,429 and $37,357, respectively) $ 166,822 $ 76,348 Investment in debt and equity securities, net: Available-for-sale 164,307 180,650 Mortgage-backed securities, net: Held-to-maturity (estimated fair value of $19,521 and $21,120, respectively) 22,934 23,096 Available-for-sale 1,718,607 1,717,106 Stock in Federal Home Loan Bank of New York, at cost 40,754 40,754 Loans held for sale, net 51,104 57,969 Loans receivable held for investment, net: Real estate loans, net 3,247,624 2,921,285 Commercial loans, net 7,788 7,810 Other loans, net 149,741 145,654 --------------- --------------- Loans, net 3,405,153 3,074,749 Less allowance for possible loan losses (33,488) (33,912) --------------- --------------- Total loans receivable held for investment, net 3,371,665 3,040,837 Mortgage servicing rights, net 35,597 29,687 Office properties and equipment, net 89,722 89,279 Accrued interest receivable, net 33,047 32,962 Investment in real estate, net 11,865 10,680 Deferred taxes 24,983 31,207 Excess of cost over fair value of assets acquired 5,156 5,265 Prepaid expenses and other assets 22,777 27,951 --------------- --------------- Total assets $ 5,759,340 $ 5,363,791 =============== =============== 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 $ 3,661,125 $ 3,633,010 Official checks outstanding 55,957 49,860 Borrowed funds 1,400,950 978,023 Mortgagors' escrow liabilities 44,416 64,232 Accrued expenses and other liabilities 71,205 119,572 --------------- --------------- Total liabilities 5,233,653 4,844,697 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, 24,458,346 and 24,644,157 outstanding, respectively) 268 268 Additional paid-in capital 305,419 304,027 Unallocated Employee Stock Ownership Plan (18,658) (19,230) Unearned Management Recognition & Retention Plan (5,088) (5,551) Unrealized gain on securities available-for-sale, net of tax 8,870 6,633 Retained income-partially restricted 293,339 285,311 Treasury stock, at cost (2,358,118 and 2,172,307 shares, (58,463) (52,364) respectively) --------------- --------------- Total stockholders' equity 525,687 519,094 --------------- --------------- Total liabilities and stockholders' equity $ 5,759,340 $ 5,363,791 =============== =============== LONG ISLAND BANCORP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT PER SHARE DATA) FOR THE THREE MONTHS ENDED DECEMBER 31, ------------------------------- 1996 1995 ------------- ---------------- Interest income: Real estate loans $ 59,159 $ 39,672 Commercial loans 178 209 Other loans 3,904 3,648 Mortgage-backed securities 28,999 38,695 Debt and equity securities 3,730 4,503 ------------- ------------- Total interest income 95,970 86,727 ------------- ------------- Interest expense: Deposits 39,438 39,421 Borrowed funds 16,276 8,895 ------------- ------------- Total interest expense 55,714 48,316 ------------- ------------- Net interest income 40,256 38,411 Provision for possible loan losses 1,500 1,600 ------------- ------------- Net interest income after provision for possible 38,756 36,811 loan losses Non-interest income: Fees and other income: Loan fees and service charges 1,005 700 Loan servicing fees 3,382 3,057 Income from insurance and securities commissions 508 327 Deposit service fees 1,528 1,460 ------------- ------------- Total fee income 6,423 5,544 Other income 862 661 ------------- ------------- Total fees and other income 7,285 6,205 Net gains on sale activity: Net gains on loans and mortgage-backed securities 1,975 625 Net gains on investment in debt and equity 98 259 securities ------------- ------------- Total net gains on sale activity 2,073 884 Net (loss) gain on investment in real estate and premises (515) 2,168 ------------- ------------- Total non-interest income 8,843 9,257 Non-interest expense: General and administrative expense: Compensation, payroll taxes and fringe benefits 14,128 13,277 Advertising 1,255 1,215 Office occupancy and equipment 5,396 4,934 Federal insurance premiums 1,905 2,217 Other general and administrative expense 4,624 4,144 ------------- ------------- Total general and administrative expense 27,308 25,787 Amortization of excess of cost over fair value of assets acquired 109 63 ------------- ------------- Total non-interest expense 27,417 25,850 ------------- ------------- Income before income taxes 20,182 20,218 Provision for income taxes 8,248 8,597 ------------- ------------- Net income $ 11,934 $ 11,621 ============= ============= Primary earnings per common share $ 0.50 $ 0.47 ============= ============= Fully diluted earnings per common share $ 0.50 $ 0.47 ============= ============= LONG ISLAND BANCORP, INC. AND SUBSIDIARY AVERAGE BALANCE SHEET FOR THE THREE MONTHS ENDED DECEMBER 31, -------------------------------------------------------------------------------------- 1996 1995 ------------------------------------------ ----------------------------------------- AVERAGE AVERAGE AVERAGE YIELD\ AVERAGE YIELD\ BALANCE INTEREST COST BALANCE INTEREST COST -------------- ------------- ----------- -------------- ------------ ----------- (DOLLARS IN THOUSANDS) INTEREST-EARNING ASSETS: Interest-earning cash equivalents $ 58,388 $ 766 5.20 % $ 37,161 $ 519 5.56 % Debt and equity securities and FHLB-NY stock, net (1) 213,001 2,964 5.57 282,627 3,984 5.64 Mortgage-backed securities, net 1,693,945 28,999 6.85 2,234,617 38,695 6.93 (1) Real estate loans, net (2) 3,105,539 59,159 7.62 1,962,272 39,672 8.09 Commercial and other loans, net 140,214 4,082 11.65 114,391 3,857 13.49 (2) -------------- ------------- -------- -------------- ------------ -------- Total interest-earning assets 5,211,087 95,970 7.37 4,631,068 86,727 7.49 Other non-interest-earning 300,439 255,077 assets -------------- ------------- -------------- ------------ Total assets $ 5,511,526 $ 95,970 $ 4,886,145 $ 86,727 ============== ============= ============== ============ INTEREST BEARING LIABILITIES: Deposits, net $ 3,708,611 $ 39,438 4.22 % $ 3,640,018 $ 39,421 4.31 % Borrowed funds 1,133,506 16,276 5.70 601,284 8,895 5.89 -------------- ------------- -------- -------------- ------------ -------- Total interest-bearing 4,842,117 55,714 4.57 4,241,302 48,316 4.53 liabilities Non-interest-bearing 144,903 119,822 liabilities -------------- -------------- Total liabilities 4,987,020 4,361,124 Total stockholders' equity 524,506 525,021 -------------- ------------- -------- -------------- ------------ -------- Total liabilities and stockholders' equity $ 5,511,526 $ 55,714 $ 4,886,145 $ 48,316 ============== ------------- ============== ------------ Net interest income/spread (3) $ 40,256 2.80 % $ 38,411 2.96 % ============= ======== ============ ======== Net interest margin as % of interest-earning assets 3.09 % 3.32 % (4) ======== ======== Ratio of interest-earning assets to interest-bearing 107.62 % 109.19 % liabilities ======== ======== (1) Debt and equity and mortgage-backed securities are shown including the average market value appreciation of $15.8 million and $13.5 million for the three months ended December 31, 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 THREE MONTHS ENDED DECEMBER 31, ---------------------------------- 1996 1995 -------------- --------------- SELECTED FINANCIAL RATIOS: (A) Return on average assets 0.87% 0.95% Return on average stockholders' equity 9.10 8.85 Average stockholders' equity to average assets 9.52 10.75 Stockholders' equity to total assets 9.13 10.81 Interest rate spread during period 2.80 2.96 Net interest margin 3.09 3.32 Operating expenses to average assets 1.98 2.11 Efficiency ratio 57.44 57.80 Average interest-earning assets to average interest-bearing liabilities 107.62 109.19 Net interest income to operating expenses 1.47x 1.49x SELECTED DATA: Primary earnings per share $0.50 $0.47 Weighted average number of shares outstanding for primary earnings per share computation 23,775,402 24,655,050 Fully diluted earnings per share $0.50 $0.47 Weighted average number of shares outstanding for fully diluted earnings per share computation 23,849,372 24,716,796 Book value per share $21.49 $20.87 Number of shares outstanding for book value per share computation 24,458,346 25,552,573 Cash dividends declared per share $0.15 $0.10 Dividend payout ratio 30.00% 21.28% AT DECEMBER 31, ---------------------------- 1996 1995 ------------ ----------- ASSET QUALITY RATIOS: Non-performing loans to total gross loans 1.53% 2.51% Non-performing assets to total assets 1.08 1.29 Allowance for possible loan losses to non-performing loans 63.64 62.15 REGULATORY CAPITAL AT DECEMBER 31, 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 $ 85,520 1.50% $410,387 7.20% $324,867 5.70% Core capital 171,039 3.00 410,387 7.20 239,348 4.20 Risk-based capital 234,563 8.00 443,875 15.14 209,312 7.14 (a) Ratios for the three months ended December 31, 1996 and 1995 were calculated on an annualized basis. LONG ISLAND BANCORP, INC. AND SUBSIDIARY SUPPLEMENTAL INFORMATION SELECTED FINANCIAL DATA - CASH EARNINGS THREE MONTHS ENDED DECEMBER 31, ----------------------------------------------------- 1996 1995 ------------------------- ------------------------ (In thousands, except per share data) Net income $ 11,934 $ 11,621 Add back selected non-cash items: Amortization of excess of cost over fair value of assets acquired 109 63 Management Recognition & Retention Plan expense 786 352 Employee Stock Ownership Plan expense 1,354 1,009 ------------------------- ------------------------ Cash earnings $ 14,183 $ 13,045 ========================= ======================== Cash EPS $ 0.60 $ 0.53 ========================= ======================== AT OR FOR THE THREE MONTHS ENDED DECEMBER 31, ----------------------------------------------------- 1996 1995 ------------------------- ------------------------ SELECTED FINANCIAL RATIOS BASED UPON CASH EARNINGS (A): Cash return on average assets 1.03% 1.07% Cash return on average stockholders' equity 10.82 9.94 Cash return on average tangible stockholders' equity 10.92 9.99 Cash operating expenses to average assets 1.82 1.99 Cash efficiency ratio 52.71 54.61 Net interest income to cash operating expenses 1.61x 1.58x (a) Ratios for the three months ended December 31, 1996 and 1995 were calculated on an annualized basis.