EX-99.1 2 exhibit9919-3013.htm EXHIBIT PRESS RELEASE Exhibit 99.1 9-30.13

 
Provident New York Bancorp
 
400 Rella Boulevard
 
Montebello, NY 10901-4243
 
 
News Release
T 845.369.8040
F 845.369.8255
 
 
https://www.providentbanking.com
FOR IMMEDIATE RELEASE
 
October 29, 2013
 
 
 
PROVIDENT NEW YORK BANCORP CONTACT:
 
Luis Massiani, EVP & Chief Financial Officer
 
845.369.8040
 

Provident New York Bancorp Announces
Fourth Quarter and Fiscal Year 2013 Earnings
2013 Performance Reflects Strong Loan Volume, Improved Efficiency and Positive Credit Quality Trends

MONTEBELLO, N.Y. – October 29, 2013 – Provident New York Bancorp (NYSE: PBNY), the parent company of Provident Bank, today announced fourth quarter and full year results for the period ended September 30, 2013. Net income for the quarter was $5.3 million, or $0.12 per diluted share, compared to net income of $2.3 million, or $0.06 per diluted share for the same quarter last year; and $6.4 million, or $0.15 per diluted share for the linked quarter ended June 30, 2013. For the year ended September 30, 2013 net income was $25.3 million, or $0.58 per diluted share, compared to net income of $19.9 million, or $0.52 per diluted share for the fiscal year ended September 30, 2012.

Net income for the fourth quarter and fiscal year 2013 was impacted by merger-related expenses associated with the Sterling Bancorp transaction and a charge for asset write-downs which totaled $1.3 million and $3.3 million, respectively. Excluding the impact of these expenses, net income for the fourth quarter was $6.1 million, or $0.14 per diluted share; and net income for fiscal 2013 was $27.6 million, or $0.63 per diluted share. See the reconciliation of these non-GAAP measures on page 12.

Results for the fourth quarter and fiscal year 2013 include an increase in interest expense due to the $100 million senior notes offering completed on July 2, 2013. The senior notes offering was completed in connection with the pending merger with Sterling Bancorp. Interest expense on the senior notes was $1.4 million in the fourth fiscal quarter.

President’s Comments
Jack Kopnisky, President and CEO, commented: “We continued to successfully execute our strategy and deliver results in fiscal 2013. For the year, excluding the impact of merger-related expenses and a charge for asset write-downs, our net income reached $27.6 million and our diluted earnings per share were $0.63. These results represent growth in net income of 12.9% as compared to fiscal 2012. Year-over-year, net gains on sale of securities decreased by $2.9 million, net of tax, further demonstrating the positive momentum in our growth and profitability.

Our commercial banking teams continued to deliver results as demonstrated by our strong origination volumes. For fiscal 2013, our relationship teams generated $1.2 billion of new loan volume, which represents growth of 48.2% over fiscal 2012. Total outstanding loan balances grew by $293 million reaching $2.4 billion at September 30, 2013, which represents year-over-year growth of 13.8%. We continued to focus on growing our commercial loans; in fiscal 2013, our commercial and industrial and commercial real estate portfolios grew by $301.0 million, which represents growth of 21% over prior year balances.

Our core operating efficiency is improving as we continue to make progress towards achieving the long-term efficiency goals we have previously outlined. For the fiscal year 2013, our core total revenues grew by 11.5% while our core non-interest expense

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grew by 2.0%. Our core operating efficiency ratio was 62.6% for the fiscal year 2013, which represents an improvement of 579 basis points relative to 2012.

Our credit quality has continued to show positive trends across all of our portfolios. Year-over-year, our non-performing loans decreased $12.9 million to $26.9 million and our criticized and classified loans decreased by $56.3 million to $74.8 million. Our credit quality ratios improved significantly during the year; our ratio of non-performing loans to total loans declined by 76 basis points to 1.12% and our allowance for loan losses to non-performing loans increased to 107.3%. The trends in the overall risk ratings of our commercial loan portfolio continued to improve.

Our capital and liquidity position remain strong. Our Tier 1 leverage ratio was approximately 9.33% at Provident Bank and our consolidated tangible equity to tangible assets ratio was 8.09%. We have ample capital and liquidity to support our growth and execute our strategy.

As we announced on October 21, we have received all required regulatory and shareholder approvals for our merger with Sterling Bancorp and anticipate we will complete the merger after the close of business on October 31, 2013. We will have completed the transaction in approximately six months from the announcement date, which is a significant accomplishment. We are ready to move forward in building a high performing combined institution that focuses on delivering superior service to commercial and consumer clients and accelerates the growth, profitability and execution of our strategy.”

Key Highlights
Total loan originations were $1.2 billion for fiscal 2013. In the fourth quarter originations were $317.9 million compared to $347.7 million in the linked quarter, and $205.7 million for the fourth fiscal quarter of 2012.
Total loans reached $2.4 billion at September 30, 2013, a $76.4 million increase compared to June 30, 2013, and a $293.4 million year-over-year increase.
Tax equivalent net interest margin was 3.23% for the fourth quarter of fiscal 2013 compared to 3.46% in the linked quarter and 3.38% in the fourth quarter of fiscal 2012. The decline in net interest margin was principally due to interest expense on the senior notes. For the fiscal year 2013, tax equivalent net interest margin was 3.37%.
The allowance for loan losses increased to $28.9 million at September 30, 2013 and the allowance as a percentage of non-performing loans increased to 107.3% from 90.2% at June 30, 2013. The allowance for loan losses as a percentage of total loans was 1.20% at September 30, 2013, compared to 1.21% in the linked quarter. The allowance ratios are inclusive of acquired Gotham loans that were recorded at fair value at acquisition date.
Non-performing loans decreased from $39.8 million at September 30, 2012, to $26.9 million at September 30, 2013.
Provision for loan losses for the quarter was $2.7 million and decreased by $1.2 million compared to the linked quarter. For the fourth quarter of fiscal 2012, the provision for loan losses was $3.5 million.
For the fiscal year 2013, the core operating efficiency ratio was 62.6%. The core operating efficiency ratio in the fourth fiscal quarter of 2013 was 63.6% compared to 59.1% in the linked quarter and 72.0% for the fourth fiscal quarter of 2012. See the reconciliation of this non-GAAP financial measure on page 11.

Net Interest Income and Margin        
Fourth quarter fiscal 2013 compared to the fourth quarter fiscal 2012
Net interest income was $28.1 million for the fourth quarter of fiscal 2013, up $2.9 million compared to the fourth quarter of fiscal 2012 due mainly to higher average loan volumes. Reflecting the current interest rate environment, the tax-equivalent yield on investments decreased nine basis points and yield on loans declined 27 basis points. As a result, the yield on interest-earning assets declined 12 basis points to 3.89% on a tax equivalent basis for the fourth quarter of fiscal 2013. The cost of total deposits decreased 12 basis points to 15 basis points from the year ago quarter, mainly due to the maturity of higher priced certificates of deposit, which ran-off or re-priced to current market interest rates. The cost of borrowings decreased 77 basis points to 2.88%, as a higher portion of borrowings were overnight borrowings in the fourth quarter of 2013; however, total interest expense on borrowings increased by $1.7 million, mainly as a result of the the senior notes offering. The net interest margin on a tax-equivalent basis was 3.23% compared to 3.38% for the same period a year ago.

Fourth quarter fiscal 2013 compared with linked quarter ended June 30, 2013
Net interest income for the quarter ended September 30, 2013 declined $209 thousand to $28.1 million, compared to $28.3 million for the linked quarter ended June 30, 2013. The decline in net interest income for the fourth quarter was due to a $1.4 million increase in interest expense incurred in connection with the senior notes. Interest income on loans increased $1.1 million as a result of strong loan growth during the quarter. Interest expense on deposits continued to decline; inclusive of non-interest bearing deposits, cost of deposits on total deposits was 15 basis points, compared to 17 basis points for the third fiscal quarter of 2013. Yield on loans decreased 10 basis points to 4.70% reflecting current market conditions and a reduction of $273 thousand, or four basis points, in the accretion of the Gotham loan discount. The yield on interest-earning assets decreased eight basis points to 3.89% from 3.97% in the linked quarter. Tax-equivalent net interest margin decreased to 3.23% from 3.46% in the linked quarter.

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Non-interest Income
Fourth quarter fiscal 2013 compared with fourth quarter fiscal 2012
Non-interest income declined $2.4 million to $6.6 million for the fourth quarter of fiscal 2013 driven by a decrease in net gain on sales of securities of $1.4 million and an aggregate decrease in investment management fees and title insurance fees of $364 thousand. In fiscal 2012 we decided to sell the assets of our former subsidiaries that were active in title insurance and investment management businesses.

Fourth quarter fiscal 2013 compared with linked quarter ended June 30, 2013
Non-interest income increased $19 thousand to $6.6 million for the fourth fiscal quarter of 2013 mainly due to an increase in deposit fees and service charges. Partially offsetting this increase was lower net gain on sales of securities, which declined $144 thousand. In addition, gain on sale of loans decreased by $132 thousand. During fiscal 2013 we invested in a new title insurance joint venture and deployed an investment management initiative which gained momentum during the year. As a result, aggregate title insurance and investment management fees increased $66 thousand on aggregate compared to the linked quarter results.

Non-interest Expense
Fourth quarter fiscal 2013 compared with fourth quarter fiscal 2012
Non-interest expense decreased $5.4 million to $23.4 million relative to the fourth quarter of fiscal 2012, principally the result of a decrease of $4.2 million in merger-related expenses and a decrease of $464 thousand in compensation and benefits. The merger-related expenses recorded in the fourth fiscal quarter of 2012 were incurred in connection with the acquisition of Gotham Bank.

Fourth quarter fiscal 2013 compared with the linked quarter ended June 30, 2013
Non-interest expense increased $1.6 million compared to the linked quarter to $23.4 million. Compensation and benefits increased $1.1 million due to several factors, which included an increase in the accrual for bonus compensation, an increase in temporary personnel and overtime expense associated with merger and non-merger related projects and a decrease in the amount of deferred loan origination costs, which are recognized as an adjustment to yield over the life of the loan. Other real estate owned expenses increased by $418 thousand due to write-downs to fair value upon receipt of updated property appraisals. In addition, other expense increased $672 thousand in the period due principally to a write-down of $228 thousand on two branch properties, a charge of $152 thousand to increase the reserve for off-balance sheet commitments and a $134 thousand write-down associated with the transfer of loan servicing to an outside vendor.

Income Taxes
In the fourth quarter of fiscal 2013, the Company recorded income tax expense at 38.3% compared to an estimated effective tax rate of 30.8% in the linked quarter and (14.1)% for the same period in fiscal 2012. The increase in the estimated effective tax rate in the fourth quarter of fiscal 2013 was due to an increase in merger-related expenses incurred in fiscal 2013 that will be fully non-tax deductible. The effective tax rate for fiscal 2013 was 31.1%.

Credit Quality
Non-performing loans decreased $12.9 million to $26.9 million at September 30, 2013 compared to $39.8 million at September 30, 2012. During the fiscal year we exited several large credit relationships which contributed to the decline. Net charge-offs for the fourth quarter were $2.2 million compared to $3.1 million in the linked quarter. Non-performing loans at September 30, 2013 were $4.6 million lower than the prior quarter end. The allowance for loan losses at September 30, 2013 was $28.9 million, which represented 107.3% of non-performing loans and 1.20% of our total loan portfolio. This compares to the linked quarter, in which the allowance for loan losses was $28.4 million, which represented 90.2% of non-performing loans and 1.21% of our total loan portfolio. The increase in the allowance for loan losses was related to the higher balance of loans outstanding at September 30, 2013. The allowance for loan losses to total loans, excluding loans acquired in the Gotham transaction that were recorded at fair value at the acquisition date and continue to carry no allowance was 1.27% and 1.30%, at September 30, 2013 and June 30, 2013, respectively. Please refer to the Company’s reconciliation of this non-GAAP measure on page 10.

During the quarter, several properties were transferred to other real estate owned (“OREO”) which increased the balance by $1.6 million to $6.0 million. In addition, there were two branch properties that were formerly held as premises and equipment that were transferred to OREO as discussed above in non-interest expense.

Key Balance Sheet Changes Year-to-Date
Total assets at September 30, 2013 were a record at $4.05 billion, increasing $26.2 million or 0.7% compared to September 30, 2012.
Loans at September 30, 2013 increased $293.4 million or 13.8% on an annual basis compared to September 30, 2012.
Commercial real estate and commercial and industrial loans increased $301.0 million or 21.3% compared to September 30, 2012.

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Acquisition development and construction loans declined to $102.5 million at September 30, 2013 from $144.1 million at September 30, 2012.
Securities, excluding FHLB Stock, at September 30, 2013 increased $55.1 million as compared to September 30, 2012. As of September 30, 2013, securities represented 29.8% of total assets compared to 28.7% at September 30, 2012. The increase in securities was the result of investing the net proceeds raised in the senior notes offering.
Deposits decreased $148.9 million between September 30, 2012 and September 30, 2013, mainly the result of a decrease in municipal deposits of $144.7 million compared to September 30, 2012. Non-municipal deposits were relatively unchanged between September 30, 2013 and 2012; however, non-interest bearing and interest bearing demand deposits increased $80.1 million, which represents year-over-year growth of approximately 10%.

Capital
Provident Bank remained well capitalized at September 30, 2013 with a Tier 1 leverage ratio of 9.3% based on period end assets. The Company’s stockholders’ equity decreased $8.3 million from September 30, 2012, to $482.9 million at September 30, 2013. The decline in stockholders’ equity was the result of a net $26.5 million decline in the fair value of available for sale securities during the fiscal year. The two principal offsetting factors to this decline were net earnings less dividends declared of $13.3 million and an increase in accumulated other comprehensive income associated with benefit plans of $4.3 million. Dividends declared were $0.12 per common share for the fourth fiscal quarter of 2013 and $0.30 per common share for the fiscal year ended September 30, 2013. On September 26, 2013, due to the pending merger with Sterling, we declared a quarterly dividend of $0.06 per common share that would have been regularly declared and paid in in the calendar fourth quarter.

Tangible book value per share decreased by $0.18 to $7.08 at September 30, 2013 from $7.26 at September 30, 2012. For the quarter ended September 30, 2013, the basic and diluted weighted average common shares outstanding increased to 43.7 million and 43.9 million, respectively, compared to 41.1 million, basic and diluted shares, for the quarter ended September 30, 2012. The increase in basic and diluted shares is mainly the result of the issuance of 6.2 million shares of common stock in August 2012 in connection with the acquisition of Gotham Bank. These shares were outstanding for the entire fourth quarter ended September 30, 2013 and partially in the quarter ended September 30, 2012.

About Provident New York Bancorp
Headquartered in Montebello, N.Y., Provident New York Bancorp is the holding company for Provident Bank, a growing financial services firm with $4.0 billion in assets that specializes in the delivery of service and solutions to business owners, their families, and consumers in communities within the greater New York City area through teams of dedicated and experienced relationship managers. Provident Bank offers a complete line of commercial, business, and consumer banking products and services.
For more information, visit the Provident Bank web site at www.providentbanking.com.

FORWARD-LOOKING STATEMENTS AND ASSOCIATED RISK FACTORS
In addition to historical information, this earnings release may contain forward-looking statements for purposes of applicable securities laws. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are subject to numerous assumptions, risks and uncertainties. There are a number of important factors described in documents previously filed by the Company with the Securities and Exchange Commission, and other factors that could cause the Company’s actual results to differ materially from those contemplated by such forward-looking statements. The Company undertakes no obligation to publicly release the results of any revisions to those forward-looking statements which may be made to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events.

These forward-looking statements are subject to numerous assumptions, risks and uncertainties which change over time. In addition to factors previously disclosed in reports filed with the Securities and Exchange Commission, the following factors, among others, could cause actual results to differ materially from forward-looking statements: difficulties and delays in integrating the Provident and Sterling businesses or fully realizing cost savings and other benefits; changes in asset quality and credit risk; the inability to sustain revenue and earnings growth; changes in interest rates and capital markets; inflation; customer borrowing, repayment, investment and deposit practices; customer disintermediation; the introduction, withdrawal, success and timing of business initiatives; competitive conditions; the inability to realize cost savings or revenues or to implement integration plans and other consequences associated with mergers, acquisitions and divestitures; economic conditions; including as a result of the financial performance of Sterling prior to closing; the reaction to the Merger of the companies’ customers, employees and counterparties; and the impact, extent and timing of technological changes, capital management activities, and other actions of the Federal Reserve Board and legislative and regulatory actions and reforms. These factors should be considered in evaluating the forward-looking statements and undue reliance should not be placed on such statements. Actual results or future events could differ, possibly materially, from those that we anticipated in our forward-looking statements, and future results could differ materially from our historical performance. Forward-looking statements speak only as of the date they are made and we undertake no obligation to update these forward-looking statements to reflect events or circumstances that occur after the date on which

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such statements were made.

Financial information contained in this release should be considered to be an estimate pending the filing with the Securities and Exchange Commission of the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2013. While the Company is not aware of any need to revise the results disclosed in this release, accounting literature may require information received by management between the date of this release and the filing of the 10-K to be reflected in the results of the fiscal period, even though the new information was received by management subsequent to the date of this release.

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Provident New York Bancorp and Subsidiaries                                        CONSOLIDATED CONDENSED STATEMENTS OF FINANCIAL CONDITION                        (unaudited, in thousands, except share and per share data)    

 
 
9/30/2013
 
9/30/2012
 
6/30/2013
Assets:
 
 
 
 
 
 
Cash and due from banks
 
$
113,090

 
$
437,982

 
$
109,166

Investment securities
 
1,208,392

 
1,153,248

 
1,065,724

HVIA assets held for sale
 

 
4,550

 

Loans held for sale
 
1,011

 
7,505

 
1,539

Loans:
 
 
 
 
 
 
Residential mortgage
 
400,009

 
350,022

 
369,613

Commercial real estate
 
1,277,037

 
1,072,504

 
1,210,248

Commercial and industrial
 
439,787

 
343,307

 
453,145

Acquisition, development and construction
 
102,494

 
144,061

 
106,198

Consumer
 
193,571

 
209,578

 
197,330

Total loans, gross
 
2,412,898

 
2,119,472

 
2,336,534

Allowance for loan losses
 
(28,877
)
 
(28,282
)
 
(28,374
)
Total loans, net
 
2,384,021

 
2,091,190

 
2,308,160

Federal Home Loan Bank stock, at cost
 
24,312

 
19,249

 
28,368

Premises and equipment, net
 
36,520

 
38,483

 
37,473

Goodwill
 
163,117

 
163,247

 
163,117

Other amortizable intangibles
 
5,891

 
7,164

 
6,201

Bank owned life insurance
 
60,914

 
59,017

 
60,412

Other real estate owned
 
6,022

 
6,403

 
4,376

Other assets
 
45,882

 
34,944

 
39,893

Total assets
 
$
4,049,172

 
$
4,022,982

 
$
3,824,429

Liabilities:
 
 
 
 
 
 
Deposits
 
$
2,962,294

 
$
3,111,151

 
$
2,739,214

Borrowings
 
560,986

 
345,176

 
552,805

Mortgage escrow funds
 
12,646

 
11,919

 
25,915

Other liabilities
 
30,380

 
63,614

 
26,330

Total liabilities
 
3,566,306

 
3,531,860

 
3,344,264

Stockholders’ equity
 
482,866

 
491,122

 
480,165

Total liabilities and stockholders’ equity
 
$
4,049,172

 
$
4,022,982

 
$
3,824,429

 
 
 
 
 
 
 
Shares of common stock outstanding at period end
 
44,351,046

 
44,173,470

 
44,353,276

Book value per share
 
$
10.89

 
$
11.12

 
$
10.83

Tangible book value per share
 
7.08

 
7.26

 
7.01

 
 
 
 
 
 
 


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Provident New York Bancorp and Subsidiaries                                        CONSOLIDATED CONDENSED STATEMENTS OF INCOME                        (unaudited, in thousands, except share and per share data)    

 
 
 For the Quarter Ended
 
For the Twelve Months Ended
 
 
9/30/2013
 
6/30/2013
 
9/30/2012
 
9/30/2013
 
9/30/2012
Interest and dividend income:
 
 
 
 
 
 
 
 
 
 
Loans and loan fees
 
$
27,723

 
$
26,638

 
$
24,396

 
$
107,810

 
$
91,010

Securities taxable
 
4,748

 
4,189

 
3,909

 
17,509

 
16,538

Securities non-taxable
 
1,235

 
1,500

 
1,543

 
5,682

 
6,497

Other earning assets
 
197

 
266

 
265

 
1,060

 
992

Total interest income
 
33,903

 
32,593

 
30,113

 
132,061

 
115,037

Interest expense:
 
 
 
 
 
 
 
 
 
 
Deposits
 
1,051

 
1,151

 
1,789

 
5,923

 
5,581

Borrowings
 
4,744

 
3,125

 
3,085

 
13,971

 
12,992

Total interest expense
 
5,795

 
4,276

 
4,874

 
19,894

 
18,573

Net interest income
 
28,108

 
28,317

 
25,239

 
112,167

 
96,464

Provision for loan losses
 
2,700

 
3,900

 
3,500

 
12,150

 
10,612

Net interest income after provision for loan losses
 
25,408

 
24,417

 
21,739

 
100,017

 
85,852

Non-interest income:
 
 
 
 
 
 
 
 
 
 
Deposit fees and service charges
 
2,835

 
2,615

 
3,065

 
10,964

 
11,377

Net gain on sales of securities
 
1,801

 
1,945

 
3,152

 
7,391

 
10,452

Other than temporary loss on securities
 

 

 
(3
)
 
(32
)
 
(47
)
Investment management fees
 
673

 
613

 
776

 
2,413

 
3,143

Title insurance fees
 
71

 
65

 
332

 
395

 
1,106

Bank owned life insurance
 
502

 
496

 
512

 
1,998

 
2,050

Gain on sale of loans
 
297

 
429

 
429

 
1,979

 
1,897

Loss on sale of HVIA
 

 

 
(135
)
 

 
(135
)
Other
 
421

 
418

 
898

 
2,584

 
2,309

Total non-interest income
 
6,600

 
6,581

 
9,026

 
27,692

 
32,152

Non-interest expense:
 
 
 
 
 
 
 
 
 
 
Compensation and benefits
 
12,409

 
11,320

 
12,873

 
47,833

 
46,038

Stock-based compensation plans
 
513

 
547

 
302

 
2,239

 
1,187

Occupancy and office operations
 
3,766

 
3,423

 
3,959

 
14,953

 
14,457

Merger-related expenses
 
714

 
1,516

 
4,928

 
2,772

 
5,925

Advertising and promotion
 
416

 
307

 
369

 
1,502

 
1,849

Professional fees
 
740

 
526

 
1,136

 
3,393

 
4,247

Data and check processing
 
460

 
588

 
715

 
2,520

 
2,802

Amortization of intangible assets
 
310

 
337

 
334

 
1,296

 
1,245

FDIC insurance and regulatory assessments
 
664

 
875

 
843

 
3,010

 
3,096

ATM/debit card expense
 
400

 
465

 
438

 
1,722

 
1,711

Other real estate owned expense
 
390

 
(28
)
 
573

 
1,562

 
1,618

Other
 
2,585

 
1,913

 
2,314

 
8,239

 
7,782

Total non-interest expense
 
23,367

 
21,789

 
28,784

 
91,041

 
91,957

Income before income tax expense
 
8,641

 
9,209

 
1,981

 
36,668

 
26,047

Income tax expense
 
3,312

 
2,833

 
(280
)
 
11,414

 
6,159

Net income
 
$
5,329

 
$
6,376

 
$
2,261

 
$
25,254

 
$
19,888

Basic earnings per share
 
$
0.12

 
$
0.15

 
$
0.06

 
$
0.58

 
$
0.52

Diluted earnings per share
 
0.12

 
0.15

 
0.06

 
0.58

 
0.52

Dividends declared per share
 
0.12

 
0.06

 
0.06

 
0.30

 
0.24

Weighted average common shares:
 
 
 
 
 
 
 
 
 
 
Basic
 
43,742,903

 
43,801,867

 
41,054,458

 
43,722,313

 
38,227,653

Diluted
 
43,859,834

 
43,906,158

 
41,099,237

 
43,760,313

 
38,248,046


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Provident New York Bancorp and Subsidiaries                                        SELECTED FINANCIAL DATA
(unaudited, in thousands, except share and per share data)    

 
As of and for the Quarter Ended
End of Period
9/30/2013
 
6/30/2013
 
3/31/2013
 
12/31/2012
 
9/30/2012
Total assets
$
4,049,172

 
$
3,824,429

 
$
3,710,440

 
$
3,789,514

 
$
4,022,982

Securities available for sale
954,393

 
889,747

 
945,678

 
991,298

 
1,010,872

Securities held to maturity
253,999

 
175,977

 
183,535

 
139,874

 
142,376

Loans, gross 1
2,412,898

 
2,336,534

 
2,204,555

 
2,193,129

 
2,119,472

Goodwill
163,117

 
163,117

 
163,117

 
163,247

 
163,247

Other amortizable intangibles
5,891

 
6,201

 
6,538

 
6,926

 
7,164

Deposits
2,962,294

 
2,739,214

 
2,799,658

 
2,904,384

 
3,111,151

Municipal deposits (included above)
757,066

 
465,566

 
537,070

 
538,212

 
901,739

Borrowings
560,986

 
552,805

 
367,976

 
345,411

 
345,176

Stockholders’ equity
482,866

 
480,165

 
494,711

 
493,883

 
491,122

Tangible equity
313,858

 
310,847

 
325,056

 
323,710

 
320,711

Average Balances
 
 
 
 
 
 
 
 
 
Total assets
$
3,907,960

 
$
3,745,356

 
$
3,804,660

 
$
3,792,201

 
$
3,451,055

Loans, gross:
 
 
 
 
 
 
 
 
 
   Residential mortgage
379,640

 
366,823

 
360,840

 
344,064

 
352,724

   Commercial real estate
1,247,055

 
1,175,094

 
1,138,333

 
1,107,779

 
989,349

   Commercial and industrial
443,349

 
398,622

 
368,896

 
354,137

 
263,922

   Acquisition, development and construction
104,856

 
114,286

 
122,937

 
138,881

 
156,726

   Consumer
194,718

 
199,861

 
203,492

 
208,064

 
210,650

Loans, total 1
2,369,618

 
2,254,686

 
2,194,498

 
2,152,925

 
1,973,371

Securities (taxable)
963,949

 
909,312

 
967,889

 
954,372

 
841,373

Securities (non-taxable)
157,480

 
184,325

 
181,803

 
174,201

 
181,540

Total earning assets
3,529,321

 
3,378,655

 
3,403,209

 
3,380,875

 
3,070,315

Deposits:
 
 
 
 
 
 
 
 
 
   Non-interest bearing demand
669,067

 
625,684

 
641,194

 
649,077

 
592,962

   Interest bearing demand
426,602

 
461,390

 
508,129

 
469,180

 
398,493

   Savings (including mortgage escrow funds)
601,272

 
581,106

 
575,380

 
531,107

 
539,904

   Money market
715,351

 
777,857

 
877,101

 
908,262

 
756,655

   Certificates of deposit
335,616

 
338,017

 
355,917

 
380,244

 
303,788

Total deposits and mortgage escrow
2,747,908

 
2,784,054

 
2,957,721

 
2,937,870

 
2,591,802

Borrowings
653,147

 
440,579

 
345,717

 
345,951

 
336,217

Equity
478,491

 
494,049

 
492,725

 
492,506

 
475,652

Tangible equity
309,327

 
324,540

 
322,683

 
319,783

 
308,029

Condensed Tax Equivalent Income Statement
 
 
 
 
 
Interest and dividend income
$
33,903

 
$
32,593

 
$
32,420

 
$
33,145

 
$
30,113

Tax equivalent adjustment*
666

 
808

 
802

 
785

 
830

Interest expense
5,795

 
4,276

 
4,601

 
5,222

 
4,874

Net interest income (tax equivalent)
28,774

 
29,125

 
28,621

 
28,708

 
26,069

Provision for loan losses
2,700

 
3,900

 
2,600

 
2,950

 
3,500

Net interest income after provision for loan losses
26,074

 
25,225

 
26,021

 
25,758

 
22,569

Non-interest income
6,600

 
6,581

 
6,852

 
7,659

 
9,026

Non-interest expense
23,367

 
21,789

 
23,339

 
22,546

 
28,784

Income before income tax expense
9,307

 
10,017

 
9,534

 
10,871

 
2,811

Income tax expense (tax equivalent)*
3,978

 
3,641

 
3,005

 
3,851

 
550

Net income
$
5,329

 
$
6,376

 
$
6,529

 
$
7,020

 
$
2,261

1 Does not reflect allowance for loan losses of $28,877, $28,374, $27,544, $28,114 and $28,282.
*Tax exempt income assumed at a statutory 35% federal tax rate.

8

Provident New York Bancorp and Subsidiaries                                        SELECTED FINANCIAL RATIOS
(unaudited, in thousands, except share and per share data)

 
For the Quarter Ended
Per Share Data
9/30/2013
 
6/30/2013
 
3/31/2013
 
12/31/2012
 
9/30/2012
Shares repurchased during qtr (open market)

 

 

 

 

Basic earnings per share
$
0.12

 
$
0.15

 
$
0.15

 
$
0.16

 
$
0.06

Diluted earnings per share
0.12

 
0.15

 
0.15

 
0.16

 
0.06

Dividends declared per share
0.12

 
0.06

 
0.06

 
0.06

 
0.06

Tangible book value per share
7.08

 
7.01

 
7.33

 
7.30

 
7.26

Shares of common stock outstanding
44,351,046

 
44,353,276

 
44,353,276

 
44,348,787

 
44,173,470

Basic weighted average common shares outstanding
43,742,903

 
43,801,867

 
43,743,640

 
43,637,315

 
41,054,458

Diluted weighted average common shares outstanding
43,859,834

 
43,906,158

 
43,848,486

 
43,721,091

 
41,099,237

Performance Ratios (annualized)
 
 
 
 
 
 
 
 
 
Return on average assets
0.54
%
 
0.68
%
 
0.70
%
 
0.73
%
 
0.26
%
Return on average equity
4.42
%
 
5.18
%
 
5.37
%
 
5.65
%
 
1.89
%
Return on average tangible equity 1
6.83
%
 
7.88
%
 
8.21
%
 
8.71
%
 
2.92
%
Non-interest income to average assets
0.67
%
 
0.70
%
 
0.73
%
 
0.80
%
 
1.04
%
Non-interest expense to average assets
2.37
%
 
2.33
%
 
2.49
%
 
2.36
%
 
3.32
%
Core operating efficiency 1
63.6
%
 
59.1
%
 
64.6
%
 
62.9
%
 
72.0
%
Analysis of Net Interest Income
 
 
 
 
 
 
 
 
 
Yield on loans
4.70
%
 
4.80
%
 
4.93
%
 
5.04
%
 
4.97
%
Yield on investment securities - tax equivalent2
2.35
%
 
2.38
%
 
2.32
%
 
2.29
%
 
2.44
%
Yield on earning assets - tax equivalent2
3.89
%
 
3.97
%
 
3.96
%
 
3.98
%
 
4.01
%
Cost of deposits
0.15
%
 
0.17
%
 
0.22
%
 
0.28
%
 
0.27
%
Cost of borrowings
2.88
%
 
2.84
%
 
3.49
%
 
3.58
%
 
3.65
%
Cost of interest bearing liabilities
0.84
%
 
0.66
%
 
0.70
%
 
0.79
%
 
0.83
%
Net interest rate spread - tax equivalent basis2
3.05
%
 
3.31
%
 
3.26
%
 
3.19
%
 
3.18
%
Net interest margin - tax equivalent basis2
3.23
%
 
3.46
%
 
3.41
%
 
3.37
%
 
3.38
%
Capital
 
 
 
 
 
 
 
 
 
Tier 1 leverage ratio - Bank only
9.33
%
 
8.49
%
 
8.62
%
 
8.23
%
 
7.49
%
Tier 1 risk-based capital - Bank only
$
363,274

3 
$
311,507

3

$
304,696

 
$
297,089

 
$
289,441

Total risk-based capital - Bank only
392,376

3 
340,077

3

332,447

 
325,410

 
317,929

Tangible equity - consolidated (1)
310,847

 
310,847

 
325,056

 
323,710

 
320,711

Tangible equity as a % of tangible assets - consolidated 1
8.09
%
 
8.50
%
 
9.18
%
 
8.94
%
 
8.32
%
 
 
 
 
 
 
 
 
 
 
Asset Quality
 
 
 
 
 
 
 
 
 
Non-performing loans (NPLs) non-accrual
$
22,807

 
$
27,244

 
$
27,019

 
$
27,730

 
$
35,444

Non-performing loans (NPLs) still accruing
4,099

 
4,216

 
4,257

 
5,823

 
4,370

Other real estate owned
6,022

 
4,376

 
5,486

 
7,053

 
6,403

Non-performing assets (NPAs)
32,928

 
35,836

 
36,762

 
40,606

 
46,217

Net charge-offs
2,197

 
3,070

 
3,170

 
3,118

 
2,805

Net charge-offs as a % of average loans (annualized)
0.37
%
 
0.54
%
 
0.58
%
 
0.58
%
 
0.57
%
NPLs as a % of total loans
1.12
%
 
1.35
%
 
1.42
%
 
1.53
%
 
1.88
%
NPAs as a % of total assets
0.81
%
 
0.94
%
 
0.99
%
 
1.07
%
 
1.15
%
Allowance for loan losses as a % of NPLs
107.3
%
 
90.2
%
 
88.1
%
 
83.8
%
 
71.0
%
Allowance for loan losses as a % of total loans
1.20
%
 
1.21
%
 
1.25
%
 
1.28
%
 
1.33
%
Allowance for loan losses as a % of total loans, excluding Gotham loans1
1.27
%
 
1.30
%
 
1.36
%
 
1.41
%
 
1.47
%
Special mention loans
$
13,530

 
$
24,327

 
$
41,778

 
$
29,755

 
$
42,422

Substandard / doubtful loans
61,230

 
62,165

 
70,688

 
83,109

 
88,674

1 See reconciliation of non-GAAP measure on following page.
 
 
 
 
 
 
 
 
2  Tax equivalent adjustment represents interest income earned on municipal securities divided by the applicable Federal tax rate of 35% for all periods presented.
3  Represents preliminary results for the quarter ended September 30, 2013.

9

Provident New York Bancorp and Subsidiaries                                        NON-GAAP FINANCIAL MEASURES
(unaudited, in thousands, except share and per share data)    

 
As of and for the Quarter Ended
 
9/30/2013
 
6/30/2013
 
3/31/2013
 
12/31/2012
 
9/30/2012
The Company provides supplemental reporting of non-GAAP measures as management believes this information is useful to investors.
The following table shows the reconciliation of stockholders’ equity to tangible equity and the tangible equity ratio:
Total assets
$
4,049,172

 
$
3,824,429

 
$
3,710,440

 
$
3,789,514

 
$
4,022,982

Goodwill and other amortizable intangibles
(169,008
)
 
(169,318
)
 
(169,655
)
 
(170,173
)
 
(170,411
)
Tangible assets
3,880,164

 
3,655,111

 
3,540,785

 
3,619,341

 
3,852,571

Stockholders’ equity
482,866

 
480,165

 
494,711

 
493,883

 
491,122

Goodwill and other amortizable intangibles
(169,008
)
 
(169,318
)
 
(169,655
)
 
(170,173
)
 
(170,411
)
Tangible stockholders’ equity
313,858

 
310,847

 
325,056

 
323,710

 
320,711

Shares of common stock outstanding at period end
44,351,046

 
44,353,276

 
44,353,276

 
44,348,787

 
44,173,470

Tangible equity as a % of tangible assets
8.09
%
 
8.50
%
 
9.18
%
 
8.94
%
 
8.32
%
Tangible book value per share
$
7.08

 
$
7.01

 
$
7.33

 
$
7.30

 
$
7.26

The Company believes that tangible equity is useful as a tool to help assess a company’s capital position.
 
The following table shows the reconciliation of return on average tangible equity:
Average stockholders’ equity
$
478,491

 
$
494,049

 
$
492,725

 
$
492,506

 
$
475,652

Average goodwill and other amortizable intangibles
(169,164
)
 
(169,509
)
 
(170,042
)
 
(172,723
)
 
(167,623
)
Average tangible stockholders’ equity
309,327

 
324,540

 
322,683

 
319,783

 
308,029

Net income
5,329

 
6,376

 
6,529

 
7,020

 
2,261

Net income, if annualized
21,142

 
25,574

 
26,479

 
27,851

 
8,995

Return on average tangible equity
6.83
%
 
7.88
%
 
8.21
%
 
8.71
%
 
2.92
%
The Company believes that the return on average tangible stockholders’ equity is useful as a tool to help asses a company’s use of tangible equity.
 
The following table shows the reconciliation of the allowance for loan losses to total loans and to total loans excluding Gotham loans:
Total loans
$
2,412,898

 
$
2,336,534

 
$
2,204,555

 
$
2,193,129

 
$
2,119,472

Gotham loans
(133,493
)
(152,825
)
(176,383
)
(194,518
)
(201,794
)
Total loans, excluding Gotham loans
2,279,405
 
2,183,709
 
2,028,172
 
1,998,611
 
1,917,678

Allowance for loan losses
28,877
 
28,374
 
27,544
 
28,114
 
28,282

Allowance for loan losses to total loans
1.20
%
1.21
%
1.25
%
1.28
%
1.33
%
Allowance for loan losses to total loans, excluding Gotham loans
1.27
%
1.30
%
1.36
%
1.41
%
1.47
%
As required by GAAP, the Company recorded at fair value the loans acquired in the Gotham transaction. These loans carry no allowance for loan losses for the periods reflected above.



10

Provident New York Bancorp and Subsidiaries                                        NON-GAAP FINANCIAL MEASURES
(unaudited, in thousands, except share and per share data)    

 
As of and for the Quarter Ended
 
9/30/2013
 
6/30/2013
 
3/31/2013
 
12/31/2012
 
9/30/2012
The following table shows the reconciliation of the quarterly core operating efficiency ratio:
Net interest income
$
28,108

 
$
28,317

 
$
27,819

 
$
27,923

 
$
25,239

Non-interest income
6,600

 
6,581

 
6,852

 
7,659

 
9,026

Total net revenues
34,708

 
34,898

 
34,671

 
35,582

 
34,265

Tax equivalent adjustment on securities interest income
666

 
808

 
802

 
785

 
830

Net gain on sales of securities
(1,801
)
 
(1,945
)
 
(2,229
)
 
(1,416
)
 
(3,152
)
Other than temporary loss on securities

 

 
7

 
25

 
3

Other, (other gains and fair value loss on interest rate caps)
81

 

 

 
(4
)
 
(64
)
Core total revenues
33,654

 
33,761

 
33,251

 
34,972

 
31,882

Non-interest expense
23,367

 
21,789

 
23,339

 
22,546

 
28,784

Merger-related expenses
(714
)
 
(1,516
)
 
(542
)
 

 
(4,928
)
Charge for asset write-downs
(564
)
 

 

 

 

Other real estate owned expense
(390
)
 
28

 
(915
)
 
(285
)
 
(573
)
Amortization of intangible assets
(310
)
 
(337
)
 
(388
)
 
(261
)
 
(334
)
Core non-interest expense
21,389

 
19,964

 
21,494

 
22,000

 
22,949

Core efficiency ratio
63.6
%
 
59.1
%
 
64.6
%
 
62.9
%
 
72.0
%
The following table shows the reconciliation of the full year core operating efficiency ratio:
 
 
 
For the Twelve Months Ended
 
 
 
9/30/2013
 
9/30/2012
 
 
 
 
 
 
 
Net interest income
 
$
112,167

 
$
96,464

 
Non-interest income
 
27,692

 
32,152

 
Total net revenues
 
139,859

 
128,616

 
Tax equivalent adjustment on securities interest income
 
3,060

 
3,498

 
Net gain on sales of securities
 
(7,391
)
 
(10,452
)
 
Other than temporary loss on securities
 
32

 
47

 
Other, (other gains and fair value loss on interest rate caps)
 
77

 
(12
)
 
Core total revenues
 
135,637

 
121,697

 
Non-interest expense
 
91,041

 
91,957

 
Merger-related expenses
(2,772
)
 
(5,925
)
 
Charge for asset write-downs
(564
)
 

 
Other real estate owned expense
(1,562
)
 
(1,618
)
 
Amortization of intangible assets
(1,296
)
 
(1,245
)
 
Core non-interest expense
84,847

 
83,169

 
Core efficiency ratio
62.6
%
 
68.3
%
The core efficiency ratio reflects total revenues inclusive of the tax equivalent adjustment on municipal securities and excludes securities gains, other than temporary impairments and the other adjustments shown above. Core non-interest expense is adjusted to exclude the effect of merger-related expenses, non-recurring charges, other real estate expense and amortization of intangible assets. The Company believes this non-GAAP information provides useful information to users to assess the Company’s core operations.


11

Provident New York Bancorp and Subsidiaries                                        NON-GAAP FINANCIAL MEASURES
(unaudited, in thousands, except share and per share data)    

 
For the Quarter Ended
 
9/30/2013
 
6/30/2013
 
3/31/2013
 
12/31/2012
 
9/30/2012
The following table shows the reconciliation of net income and earnings per share excluding merger-related expense and charge for asset write-downs:
Income before income tax expense
$
8,641

 
$
9,209

 
$
8,732

 
$
10,086

 
$
1,981

Income tax expense
3,312

 
2,833

 
2,203

 
3,066

 
(280
)
Net income
5,329

 
6,376

 
6,529

 
7,020

 
2,261

 
 
 
 
 
 
 
 
 
 
 
Merger-related expenses
714

 
1,516

 
542

 

 
4,928

Income tax benefit
274

 
466

 
137

 

 
697

After-tax merger-related expenses
440

 
1,050

 
405

 

 
4,231

 
 
 
 
 
 
 
 
 
 
 
Charge for asset write-downs
 
564

 

 

 

 

Income tax benefit
 
216

 

 

 

 

After-tax charge for asset write-downs
348

 

 

 

 

Net income excluding merger-related expense and charge for asset write-downs
$
6,117

 
$
7,426

 
$
6,934

 
$
7,020

 
$
6,492

 
 
 
 
 
 
 
 
 
 
 
Diluted weighted average common shares outstanding
43,859,834

 
43,906,158

 
43,848,486

 
43,721,091

 
41,099,237

Diluted EPS as reported
$
0.12

 
$
0.15

 
$
0.15

 
$
0.16

 
$
0.06

Diluted EPS excluding merger-related expenses and charge for asset write-downs
0.14

 
0.17

 
0.16

 
0.16

 
0.16

 
 
 
 
 
 
 
 
 
 
 
 
 
For the Twelve Months Ended
 
 
 
 
 
 
 
 
9/30/2013
 
9/30/2012
 
 
 
 
 
 
Income before income tax expense
$
36,668

 
$
26,047

 
 
 
 
 
 
Income tax expense
 
11,414

 
6,159

 
 
 
 
 
 
Net income
 
25,254

 
19,888

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Merger-related expenses
 
2,772

 
5,925

 
 
 
 
 
 
Income tax benefit
 
863

 
1,401

 
 
 
 
 
 
After-tax merger-related expenses
 
1,909

 
4,524

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Charge for asset write-downs
 
564

 

 
 
 
 
 
 
Income tax benefit
 
176

 

 
 
 
 
 
 
After-tax charge for asset write-downs
388

 

 
 
 
 
 
 
Net income excluding merger-related expenses and charge for asset write-downs
$
27,552

 
$
24,412

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Diluted weighted average common shares outstanding
43,760,313

 
38,248,046

 
 
 
 
 
 
Diluted EPS as reported
$
0.58

 
$
0.52

 
 
 
 
 
 
Diluted EPS excluding merger-related expenses and charge for asset write-downs
0.63

 
0.64

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 


12