UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
|
|
x |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
For the quarterly period ended June 30, 2006
OR
|
|
o |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
For the transition period from _______________to_______________
Commission file number 0-12220
|
THE FIRST OF LONG ISLAND CORPORATION |
|
(Exact Name of Registrant as Specified in Its Charter) |
|
|
NEW YORK |
11-2672906 |
|
|
(State or Other Jurisdiction of Incorporation or Organization) |
(I.R.S. Employer Identification No.) |
|
|
10 Glen Head Road, Glen Head, New York |
11545 |
|
|
(Address of Principal Executive Offices) |
(Zip Code) |
Registrants Telephone Number, Including Area Code (516) 671-4900
|
Not Applicable |
|
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report.) |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange Act. (Check one):
|
|
|
Large accelerated filer o |
Accelerated filer x |
Non-accelerated filer o |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
Indicate the number of shares outstanding of each of the issuers classes of common stock, as of the latest practicable date.
|
|
Class |
Outstanding at July 28, 2006 |
|
|
Common stock, $.10 par value |
3,806,720 |
THE
FIRST OF LONG ISLAND CORPORATION
JUNE 30, 2006
INDEX
ITEM 1. - FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
|
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|
June 30, |
|
December 31, |
|
||
|
|
|
|
|
|
|
|
Assets: |
|
|
|
|
|
|
|
Cash and due from banks |
|
$ |
30,686,000 |
|
$ |
24,603,000 |
|
Federal funds sold |
|
|
11,000,000 |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
41,686,000 |
|
|
24,603,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment securities: |
|
|
|
|
|
|
|
Held-to-maturity, at amortized cost (fair value of $233,818,000 and $257,281,000) |
|
|
239,411,000 |
|
|
259,260,000 |
|
Available-for-sale, at fair value (amortized cost of $247,733,000 and $259,478,000) |
|
|
244,368,000 |
|
|
259,137,000 |
|
|
|
|
|
|
|
|
|
|
|
|
483,779,000 |
|
|
518,397,000 |
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|
|
|
|
|
|
|
|
Loans: |
|
|
|
|
|
|
|
Commercial and industrial |
|
|
51,144,000 |
|
|
47,310,000 |
|
Secured by real estate |
|
|
372,075,000 |
|
|
328,091,000 |
|
Consumer |
|
|
5,192,000 |
|
|
4,329,000 |
|
Other |
|
|
513,000 |
|
|
816,000 |
|
|
|
|
|
|
|
|
|
|
|
|
428,924,000 |
|
|
380,546,000 |
|
Net deferred loan origination costs (fees) |
|
|
271,000 |
|
|
(54,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
429,195,000 |
|
|
380,492,000 |
|
Allowance for loan losses |
|
|
(3,600,000 |
) |
|
(3,282,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
425,595,000 |
|
|
377,210,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bank premises and equipment, net |
|
|
8,254,000 |
|
|
7,583,000 |
|
Prepaid income taxes |
|
|
186,000 |
|
|
|
|
Deferred income tax benefits |
|
|
1,640,000 |
|
|
279,000 |
|
Other assets |
|
|
18,565,000 |
|
|
16,084,000 |
|
|
|
|
|
|
|
|
|
|
|
$ |
979,705,000 |
|
$ |
944,156,000 |
|
|
|
|
|
|
|
|
|
Liabilities: |
|
|
|
|
|
|
|
Deposits: |
|
|
|
|
|
|
|
Checking |
|
$ |
330,008,000 |
|
$ |
307,842,000 |
|
Savings and money market |
|
|
355,071,000 |
|
|
394,176,000 |
|
Time, other |
|
|
35,670,000 |
|
|
23,876,000 |
|
Time, $100,000 and over |
|
|
124,353,000 |
|
|
62,117,000 |
|
|
|
|
|
|
|
|
|
|
|
|
845,102,000 |
|
|
788,011,000 |
|
Securities sold under repurchase agreements |
|
|
38,436,000 |
|
|
60,195,000 |
|
Accrued expenses and other liabilities |
|
|
4,564,000 |
|
|
5,219,000 |
|
Current income taxes payable |
|
|
|
|
|
33,000 |
|
|
|
|
|
|
|
|
|
|
|
|
888,102,000 |
|
|
853,458,000 |
|
|
|
|
|
|
|
|
|
Stockholders Equity: |
|
|
|
|
|
|
|
Common stock, par value $.10 per share: |
|
|
|
|
|
|
|
Authorized, 20,000,000 shares; Issued and outstanding, 3,820,135 and 3,846,716 shares |
|
|
382,000 |
|
|
385,000 |
|
Surplus |
|
|
658,000 |
|
|
817,000 |
|
Retained earnings |
|
|
92,583,000 |
|
|
89,701,000 |
|
|
|
|
|
|
|
|
|
|
|
|
93,623,000 |
|
|
90,903,000 |
|
Accumulated other comprehensive loss net of tax |
|
|
(2,020,000 |
) |
|
(205,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
91,603,000 |
|
|
90,698,000 |
|
|
|
|
|
|
|
|
|
|
|
$ |
979,705,000 |
|
$ |
944,156,000 |
|
|
|
|
|
|
|
|
|
See notes to unaudited consolidated financial statements
1
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
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|
|
|
|
|
|
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Six Months Ended June 30, |
|
Three Months Ended June 30, |
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||||||||
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||||||||
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2006 |
|
2005 |
|
2006 |
|
2005 |
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||||
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|
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|
|
||||
Interest income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans |
|
$ |
12,929,000 |
|
$ |
10,236,000 |
|
$ |
6,760,000 |
|
$ |
5,257,000 |
|
Investment securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxable |
|
|
7,169,000 |
|
|
6,564,000 |
|
|
3,588,000 |
|
|
3,538,000 |
|
Nontaxable |
|
|
3,097,000 |
|
|
3,266,000 |
|
|
1,582,000 |
|
|
1,641,000 |
|
Federal funds sold |
|
|
447,000 |
|
|
231,000 |
|
|
265,000 |
|
|
160,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
23,642,000 |
|
|
20,297,000 |
|
|
12,195,000 |
|
|
10,596,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Savings and money market deposits |
|
|
2,100,000 |
|
|
1,581,000 |
|
|
1,109,000 |
|
|
869,000 |
|
Time deposits |
|
|
2,572,000 |
|
|
622,000 |
|
|
1,584,000 |
|
|
420,000 |
|
Securities sold under repurchase agreements |
|
|
1,105,000 |
|
|
901,000 |
|
|
433,000 |
|
|
580,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,777,000 |
|
|
3,104,000 |
|
|
3,126,000 |
|
|
1,869,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income |
|
|
17,865,000 |
|
|
17,193,000 |
|
|
9,069,000 |
|
|
8,727,000 |
|
Provision for loan losses |
|
|
385,000 |
|
|
326,000 |
|
|
149,000 |
|
|
176,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income after provision for loan losses |
|
|
17,480,000 |
|
|
16,867,000 |
|
|
8,920,000 |
|
|
8,551,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Management Division income |
|
|
879,000 |
|
|
872,000 |
|
|
428,000 |
|
|
400,000 |
|
Service charges on deposit accounts |
|
|
1,571,000 |
|
|
1,793,000 |
|
|
761,000 |
|
|
936,000 |
|
Net gains (losses) on sales of securities |
|
|
(30,000 |
) |
|
(9,000 |
) |
|
(30,000 |
) |
|
153,000 |
|
Other |
|
|
573,000 |
|
|
836,000 |
|
|
249,000 |
|
|
314,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,993,000 |
|
|
3,492,000 |
|
|
1,408,000 |
|
|
1,803,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Noninterest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries |
|
|
6,038,000 |
|
|
6,136,000 |
|
|
3,103,000 |
|
|
3,403,000 |
|
Employee benefits |
|
|
2,439,000 |
|
|
2,238,000 |
|
|
1,235,000 |
|
|
976,000 |
|
Occupancy and equipment expense |
|
|
2,006,000 |
|
|
1,931,000 |
|
|
993,000 |
|
|
952,000 |
|
Other operating expenses |
|
|
2,788,000 |
|
|
2,577,000 |
|
|
1,428,000 |
|
|
1,326,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13,271,000 |
|
|
12,882,000 |
|
|
6,759,000 |
|
|
6,657,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
|
7,202,000 |
|
|
7,477,000 |
|
|
3,569,000 |
|
|
3,697,000 |
|
Income tax expense |
|
|
1,601,000 |
|
|
1,468,000 |
|
|
775,000 |
|
|
730,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
5,601,000 |
|
$ |
6,009,000 |
|
$ |
2,794,000 |
|
$ |
2,967,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Common shares |
|
|
3,835,930 |
|
|
3,938,162 |
|
|
3,829,032 |
|
|
3,930,197 |
|
Dilutive stock options |
|
|
46,043 |
|
|
58,683 |
|
|
45,855 |
|
|
46,607 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,881,973 |
|
|
3,996,845 |
|
|
3,874,887 |
|
|
3,976,804 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
$ |
1.46 |
|
$ |
1.52 |
|
$ |
.73 |
|
$ |
.75 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted |
|
$ |
1.44 |
|
$ |
1.50 |
|
$ |
.72 |
|
$ |
.74 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See notes to unaudited consolidated financial statements
2
CONSOLIDATED STATEMENTS OF CHANGES
IN STOCKHOLDERS EQUITY (UNAUDITED)
|
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|
|
|
|
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|
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|
|
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|
|
|
|
|
|
|
|
|
|
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|
|||||||||||||||||||
|
|
Six Months Ended June 30, 2006 |
|
|||||||||||||||||||
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|
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|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
Common Stock |
|
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|
|
Compre- |
|
|
|
|
|
|
|
|
|||||||
|
|
|
|
|
|
|
|
Retained |
|
|
|
|
|
|||||||||
|
|
Shares |
|
Amount |
|
Surplus |
|
|
|
|
Total |
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Balance, January 1, 2006 |
|
|
3,846,716 |
|
$ |
385,000 |
|
$ |
817,000 |
|
|
|
|
$ |
89,701,000 |
|
$ |
(205,000 |
) |
$ |
90,698,000 |
|
Net Income |
|
|
|
|
|
|
|
|
|
|
$ |
5,601,000 |
|
|
5,601,000 |
|
|
|
|
|
5,601,000 |
|
Repurchase and retirement of common stock |
|
|
(28,906 |
) |
|
(3,000 |
) |
|
(1,235,000 |
) |
|
|
|
|
|
|
|
|
|
|
(1,238,000 |
) |
Exercise of stock options |
|
|
2,325 |
|
|
|
|
|
49,000 |
|
|
|
|
|
|
|
|
|
|
|
49,000 |
|
Tax benefit of stock options |
|
|
|
|
|
|
|
|
6,000 |
|
|
|
|
|
|
|
|
|
|
|
6,000 |
|
Stock-based compensation |
|
|
|
|
|
|
|
|
21,000 |
|
|
|
|
|
|
|
|
|
|
|
21,000 |
|
Cash dividends declared - $.45 per share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,719,000 |
) |
|
|
|
|
(1,719,000 |
) |
Unrealized losses on available-for-sale-securities, net of reclassification adjustment and income taxes |
|
|
|
|
|
|
|
|
|
|
|
(1,815,000 |
) |
|
|
|
|
(1,815,000 |
) |
|
(1,815,000 |
) |
Transfer from retained earnings to surplus |
|
|
|
|
|
|
|
|
1,000,000 |
|
|
|
|
|
(1,000,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income |
|
|
|
|
|
|
|
|
|
|
$ |
3,786,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, June 30, 2006 |
|
|
3,820,135 |
|
$ |
382,000 |
|
$ |
658,000 |
|
|
|
|
$ |
92,583,000 |
|
$ |
(2,020,000 |
) |
$ |
91,603,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income - three months ended June 30, 2006 |
|
|
|
|
|
|
|
|
|
|
$ |
1,995,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
|
|
Six Months Ended June 30, 2005 |
|
|||||||||||||||||||
|
|
|
|
|||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
Common Stock |
|
|
|
Compre- |
|
Retained |
|
|
|
|
||||||||||
|
|
|
|
Surplus |
|
|
|
|
|
|
||||||||||||
|
|
Shares |
|
Amount |
|
|
|
|
|
Total |
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Balance, January 1, 2005 |
|
|
3,967,548 |
|
$ |
397,000 |
|
$ |
1,135,000 |
|
|
|
|
$ |
86,786,000 |
|
$ |
1,922,000 |
|
$ |
90,240,000 |
|
Net Income |
|
|
|
|
|
|
|
|
|
|
$ |
6,009,000 |
|
|
6,009,000 |
|
|
|
|
|
6,009,000 |
|
Repurchase and retirement of common stock |
|
|
(81,630 |
) |
|
(8,000 |
) |
|
(3,774,000 |
) |
|
|
|
|
|
|
|
|
|
|
(3,782,000 |
) |
Exercise of stock options |
|
|
40,399 |
|
|
4,000 |
|
|
1,064,000 |
|
|
|
|
|
|
|
|
|
|
|
1,068,000 |
|
Tax benefit of stock options |
|
|
|
|
|
|
|
|
136,000 |
|
|
|
|
|
|
|
|
|
|
|
136,000 |
|
Cash dividends declared - $.42 per share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,631,000 |
) |
|
|
|
|
(1,631,000 |
) |
Unrealized losses on available-for-sale-securities, net of reclassification adjustment and income taxes |
|
|
|
|
|
|
|
|
|
|
|
(726,000 |
) |
|
|
|
|
(726,000 |
) |
|
(726,000 |
) |
Transfer from retained earnings to surplus |
|
|
|
|
|
|
|
|
2,000,000 |
|
|
|
|
|
(2,000,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income |
|
|
|
|
|
|
|
|
|
|
$ |
5,283,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, June 30, 2005 |
|
|
3,926,317 |
|
$ |
393,000 |
|
$ |
561,000 |
|
|
|
|
$ |
89,164,000 |
|
$ |
1,196,000 |
|
$ |
91,314,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income - three months ended June 30, 2005 |
|
|
|
|
|
|
|
|
|
|
$ |
4,352,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See notes to unaudited consolidated financial statements
3
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30, |
|
||||
|
|
|
|
||||
|
|
2006 |
|
2005 |
|
||
|
|
|
|
|
|
||
Cash Flows From Operating Activities: |
|
|
|
|
|
|
|
Net income |
|
$ |
5,601,000 |
|
$ |
6,009,000 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
|
|
Provision for loan losses |
|
|
385,000 |
|
|
326,000 |
|
Deferred income tax credit |
|
|
(152,000 |
) |
|
(108,000 |
) |
Depreciation and amortization |
|
|
682,000 |
|
|
676,000 |
|
Premium amortization on investment securities, net |
|
|
181,000 |
|
|
753,000 |
|
Net losses on sales of securities |
|
|
30,000 |
|
|
9,000 |
|
Stock-based compensation expense |
|
|
21,000 |
|
|
|
|
Accretion of cash surrender value on bank owned life insurance |
|
|
(202,000 |
) |
|
(145,000 |
) |
Increase in prepaid income taxes |
|
|
(186,000 |
) |
|
(5,000 |
) |
Decrease (increase) in other assets |
|
|
221,000 |
|
|
(73,000 |
) |
Decrease in accrued expenses and other liabilities |
|
|
(643,000 |
) |
|
(905,000 |
) |
Decrease in income taxes payable |
|
|
(33,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities |
|
|
5,905,000 |
|
|
6,537,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flows From Investing Activities: |
|
|
|
|
|
|
|
Proceeds from sales of available-for-sale securities |
|
|
15,956,000 |
|
|
32,465,000 |
|
Proceeds from maturities and redemptions of investment securities: |
|
|
|
|
|
|
|
Held-to-maturity |
|
|
24,649,000 |
|
|
34,382,000 |
|
Available-for-sale |
|
|
49,501,000 |
|
|
12,304,000 |
|
Purchase of investment securities: |
|
|
|
|
|
|
|
Held-to-maturity |
|
|
(4,943,000 |
) |
|
(75,770,000 |
) |
Available-for-sale |
|
|
(53,780,000 |
) |
|
(42,050,000 |
) |
Net increase in loans to customers |
|
|
(48,770,000 |
) |
|
(20,494,000 |
) |
Purchases of bank premises and equipment |
|
|
(1,353,000 |
) |
|
(856,000 |
) |
Purchase of bank-owned life insurance |
|
|
(2,500,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
Net cash used in investing activities |
|
|
(21,240,000 |
) |
|
(60,019,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flows From Financing Activities: |
|
|
|
|
|
|
|
Net increase in total deposits |
|
|
57,091,000 |
|
|
40,489,000 |
|
Net increase (decrease) in securities sold under repurchase agreements |
|
|
(21,759,000 |
) |
|
30,946,000 |
|
Proceeds from exercise of stock options |
|
|
49,000 |
|
|
1,068,000 |
|
Tax benefit of stock options |
|
|
6,000 |
|
|
|
|
Repurchase and retirement of common stock |
|
|
(1,238,000 |
) |
|
(3,782,000 |
) |
Cash dividends paid |
|
|
(1,731,000 |
) |
|
(1,668,000 |
) |
|
|
|
|
|
|
|
|
Net cash provided by financing activities |
|
|
32,418,000 |
|
|
67,053,000 |
|
|
|
|
|
|
|
|
|
Net increase in cash and cash equivalents |
|
|
17,083,000 |
|
|
13,571,000 |
|
Cash and cash equivalents, beginning of year |
|
|
24,603,000 |
|
|
24,286,000 |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents, end of period |
|
$ |
41,686,000 |
|
$ |
37,857,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental Schedule of Noncash Investing Activities |
|
|
|
|
|
|
|
Due from broker on sale of held-to-maturity security |
|
$ |
|
|
$ |
996,000 |
|
|
|
|
|
|
|
|
|
Financing Activities |
|
|
|
|
|
|
|
Cash dividends payable |
|
|
1,719,000 |
|
|
1,648,000 |
|
The Corporation made interest payments of $5,580,000 and $2,821,000 and income tax payments of $1,966,000 and $1,582,000 during the first six months of 2006 and 2005, respectively.
See notes to unaudited consolidated financial statements
4
THE FIRST OF LONG ISLAND CORPORATION AND
SUBSIDIARY
JUNE 30, 2006
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation
The accounting and reporting policies of the Corporation reflect banking industry practice and conform to generally accepted accounting principles in the United States. In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported asset and liability balances and revenue and expense amounts and the disclosure of contingent assets and liabilities. Actual results could differ significantly from those estimates.
The consolidated financial statements include the accounts of The First of Long Island Corporation and its wholly-owned subsidiary, The First National Bank of Long Island, and the Banks wholly-owned subsidiaries, The First of Long Island Agency, Inc. and FNY Service Corp., an investment company, and FNY Service Corp.s wholly-owned subsidiary, The First of Long Island REIT, Inc. The consolidated entity is referred to as the Corporation and the Bank and its direct and indirect subsidiaries are collectively referred to as the Bank. The Corporations financial condition and operating results principally reflect those of the Bank. All intercompany balances and amounts have been eliminated. For further information refer to the consolidated financial statements and notes thereto included in the Corporations Annual Report on Form 10-K for the year ended December 31, 2005.
The consolidated financial information included herein as of and for the periods ended June 30, 2006 and 2005 is unaudited; however, such information reflects all adjustments which are, in the opinion of management, necessary for a fair statement of results for the interim periods. The December 31, 2005 consolidated balance sheet was derived from the Corporations December 31, 2005 audited consolidated financial statements.
2. Share-based Payments
The Corporation believes that awards of equity instruments better align the interests of its employees and non-employee directors with those of its shareholders. The only equity awards outstanding during the first six months of 2006 were stock options previously granted under the Corporations 1996 Stock Option and Appreciation Rights Plan (the 1996 Plan). The 1996 Plan expired on January 15, 2006 and is succeeded by the Corporations 2006 Stock Compensation Plan (the 2006 Plan). On July 1, 2006 the Corporations board of directors granted 51,659 nonqualified stock options under the 2006 Plan. The options were granted at a price equal to the fair market value of one share of the Corporations stock on the date of grant. The options have a five year vesting period and expire ten years from the date of grant. However, vesting is subject to acceleration in the event of retirement, death, disability, or a change in control.
The Corporations 2006 Plan permits the granting of stock options, stock appreciation rights, restricted stock, and restricted stock units to employees and non-employee directors for up to 300,000 shares of common stock. The number of awards that can be granted under the 2006 Plan to any one person in any one fiscal year is limited to 35,000 shares. Under the terms of the 2006 Plan, stock options and stock appreciation rights can not have an exercise price that is less than 100% of the fair market value of one share of the underlying common stock on the date of grant. The term and/or vesting of awards
5
made under the 2006 Plan will be determined from time to time in accordance with rules adopted by the Corporations Compensation Committee and be in compliance with the applicable provisions, if any, of the Internal Revenue Code. Notwithstanding anything to the contrary in any award agreement, awards under the 2006 Plan will become immediately exercisable or will immediately vest, as the case may be, in the event of a change in control.
The Corporations 1996 Plan permitted the granting of stock options, with or without stock appreciation rights attached, and stand alone stock appreciation rights to employees and non-employee directors for up to 540,000 shares of common stock. The number of stock options and stock appreciation rights that could have been granted under the 1996 Plan to any one person in any one fiscal year was limited to 25,000. Each option granted under the 1996 Plan was granted at a price equal to the fair market value of one share of the Corporations stock on the date of grant. Options granted under the 1996 Plan on or before December 31, 2000 became exercisable in whole or in part commencing six months from the date of grant and ending ten years after the date of grant. Options granted under the 1996 Plan in January 2005 became exercisable in whole or in part commencing ninety days from the date of grant and ending ten years after the date of grant. By the terms of their grant, all other options under the 1996 Plan were granted with a three year vesting period and a ten year expiration date. However, vesting was subject to acceleration in the event of a change in control, retirement, death, disability, and certain other limited circumstances.
Share-based Payment Cost. On January 1, 2006, the Corporation adopted Statement of Financial Accounting Standards No. 123 (revised 2004) Share-Based Payment (SFAS No. 123(R)). With limited exceptions, SFAS No. 123(R) requires public companies to measure the cost of employee services received in exchange for an award of equity instruments based on the grant date fair value of the award and to recognize such cost over the period during which an employee is required to provide service in exchange for the award (usually the vesting period).
Prior to the adoption of SFAS No. 123(R), and in accordance with the provisions of Statement of Financial Accounting Standards No. 123 Accounting for Stock-Based Compensation (SFAS No. 123), the Corporation accounted for share-based payments under the recognition and measurement principles of Accounting Principle Board Opinion No. 25 Accounting for Stock Issued to Employees (APB Opinion No. 25) and related interpretations. Except for modifications of outstanding stock options, under the intrinsic value method of accounting set forth in APB Opinion No. 25 the Corporation didnt record any stock-based employee compensation cost because of the Corporations practice of granting stock options with an exercise price not less than the fair market value of the underlying common stock on the date of grant.
In accordance with the provisions of SFAS No. 123(R), the Corporation recorded $21,000 of compensation expense for share-based payments in the first six months of 2006. This expense relates to stock options that were outstanding but not yet vested as of January 1, 2006. The recorded compensation expense reduced both income before income taxes and net income by the same amount and, due to the relatively small amount of the compensation, did not significantly impact basic or diluted earnings per share.
6
The following table sets forth pro forma net income and earnings per share for the six and three months ended June 30, 2005 as if the fair value based method set forth in SFAS No. 123 had been applied to all share-based payment arrangements.
|
|
|
|
|
|
|
|
|
|
Six Months |
|
Three Months |
|
||
|
|
|
|
|
|
||
|
|
(in thousands) |
|
||||
|
|
|
|
|
|
|
|
Net income, as reported |
|
$ |
6,009 |
|
$ |
2,967 |
|
Deduct: Total cost of stock-based employee compensation expense determined under fair value based method for all awards, net of related tax effects |
|
|
(906 |
) |
|
(147 |
) |
|
|
|
|
|
|
|
|
Pro forma net income |
|
$ |
5,103 |
|
$ |
2,820 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share: |
|
|
|
|
|
|
|
Basic - as reported |
|
$ |
1.52 |
|
$ |
0.75 |
|
Basic - pro forma |
|
$ |
1.30 |
|
$ |
0.72 |
|
Diluted - as reported |
|
$ |
1.50 |
|
$ |
0.74 |
|
Diluted - pro forma |
|
$ |
1.28 |
|
$ |
0.71 |
|
Fair Value of Stock Option Awards. No stock options or other equity instruments were awarded during the first six months of 2006. The fair value of options awarded in 2005 was estimated on the date of grant using the Black-Scholes option pricing model and the assumptions noted in the following table. Expected volatility was based on historical volatility for the expected term of the options. The Corporation used historical data to estimate the expected term of options granted. The risk-free interest rate for the expected term of the options was based on the U.S. Treasury yield curve in effect at the time of grant.
|
|
|
|
|
Valuation Assumptions For 2005 Stock Option Grant: |
|
|
|
|
|
|
|
|
|
Expected volatility |
|
|
24.17 |
% |
Expected dividends |
|
|
2.00 |
% |
Expected term (in years) |
|
|
7 |
|
Risk-free interest rate |
|
|
4.15 |
% |
The weighted average grant date fair value of the options granted in 2005 was $13.03.
7
Option Activity. A summary of options outstanding under the Corporations stock compensation plans as of June 30, 2006, and changes during the six month period then ended is presented below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options |
|
Shares |
|
Weighted |
|
Weighted |
|
Aggregate |
|
||||
|
|
|
|
|
|
|
|
|
|
||||
Outstanding at January 1, 2006 |
|
|
228,650 |
|
$ |
34.78 |
|
|
|
|
|
|
|
Granted |
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercised |
|
|
(2,325 |
) |
|
21.05 |
|
|
|
|
|
|
|
Forfeited or expired |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at June 30, 2006 |
|
|
226,325 |
|
$ |
34.92 |
|
|
6.30 |
|
$ |
1,939 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at June 30, 2006 |
|
|
218,825 |
|
$ |
34.48 |
|
|
6.26 |
|
$ |
1,939 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The total intrinsic value of options exercised during the first six months of 2006 and 2005 was $50,000 and $808,000, respectively.
As of June 30, 2006, there was $21,000 of total unrecognized compensation cost related to nonvested stock options granted under the 1996 Plan. The cost is expected to be recognized over a period of seven months.
Cash Received and Tax Benefits Realized. Cash received from option exercises for the six months ended June 30, 2006 and 2005 was $49,000 and $1,068,000, respectively. The actual tax benefit realized for the tax deductions from option exercises for the first six months of 2006 and 2005 was $6,000 and $136,000, respectively.
Other. No cash was used to settle stock options or stock appreciation rights during the first six months of 2006 or 2005. The Corporation uses newly issued shares for stock option exercises.
3. Earnings Per Share
Options to purchase 55,282 shares of common stock at $45.53 per share and 32,354 shares of common stock at $47.89 per share were outstanding at June 30, 2006 and 2005, and for the quarterly periods then ended, but were not included in the computations of diluted earnings per share because the exercise price of these options was greater than the average market price of the common shares. These antidilutive options were issued January 18, 2005 and January 20, 2004, respectively, and expire ten years from their date of grant.
4. Stockholders Equity
The line captioned repurchase and retirement of common stock in the Consolidated Statements of Changes in Stockholders Equity includes shares of common stock tendered upon the exercise of stock options. For the six months ended June 30, 2006 no shares of common stock were tendered and, for the same period in 2005, 12,801 shares with a value of $577,000 were tendered.
8
5. Defined Benefit Pension Plan
The following table sets forth the components of net periodic pension cost for accounting purposes.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended |
|
Three Months Ended |
|
||||||||
|
|
|
|
|
|
||||||||
|
|
2006 |
|
2005 |
|
2006 |
|
2005 |
|
||||
|
|
|
|
|
|
|
|
|
|
||||
|
|
(in thousands) |
|
||||||||||
Service cost, net of plan participant contributions |
|
$ |
393 |
|
$ |
381 |
|
$ |
197 |
|
$ |
191 |
|
Interest cost |
|
|
372 |
|
|
345 |
|
|
186 |
|
|
172 |
|
Expected return on plan assets |
|
|
(501 |
) |
|
(420 |
) |
|
(251 |
) |
|
(210 |
) |
Net amortization and deferral |
|
|
24 |
|
|
39 |
|
|
12 |
|
|
19 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net pension cost |
|
$ |
288 |
|
$ |
345 |
|
$ |
144 |
|
$ |
172 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Bank makes cash contributions to the pension plan (the Plan) which comply with the funding requirements of applicable Federal laws and regulations. For funding purposes, the laws and regulations set forth both minimum required and maximum tax deductible contributions. The Banks cash contributions are usually made once a year just prior to the Plans year end of September 30. The Bank currently expects to contribute $1,087,431 to the Pension Plan on or before September 30, 2006, representing the maximum tax deductible contribution for the Plan year then ended. In September 2005, the Bank contributed $1,283,522 to the Pension Plan representing the maximum tax deductible contribution for the Plan year ended September 30, 2005.
9
|
|
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
The following is managements discussion and analysis of certain significant factors that have affected the Corporations financial condition and operating results during the periods included in the accompanying consolidated financial statements, and should be read in conjunction with such financial statements. The Corporations financial condition and operating results principally reflect those of its wholly-owned subsidiary, The First National Bank of Long Island, and the Banks wholly-owned subsidiaries, The First of Long Island Agency, Inc. and FNY Service Corp., an investment company, and FNY Service Corp.s wholly-owned subsidiary, The First of Long Island REIT, Inc. The consolidated entity is referred to as the Corporation and the Bank and its direct and indirect subsidiaries are collectively referred to as the Bank. The Banks primary service area has historically been Nassau and Suffolk Counties, Long Island. However, the Bank opened three commercial banking branches in Manhattan in 2003 and may open additional Manhattan branches in the future.
Overview
For the first six months of 2006 the Corporation earned $1.44 per share versus $1.50 for the same period last year. For the second quarter of 2006 earnings were $.72 per share versus $.74 for the same quarter last year. Earnings for the first six months of 2005 included several nonroutine items that on a net basis added six cents to earnings per share. These items included, among others, a refund of real estate taxes previously paid, a reduction in taxes accrued with respect to the Banks investment subsidiary, and securities losses incurred as part of a securities loss program. The second quarter of 2005 also included several nonroutine items. Although these items caused noticeable increases in salary expense and securities gains and decreases in employee benefits expense and income tax expense, on a net basis they had no impact on earnings per share.
When compared to the same period last year, earnings for the first half of 2006 were positively impacted by loan growth. Between June 30, 2005 and June 30, 2006 total loans grew by $66.3 million, or 18.3%. Loans now represent 50.8% of total deposits versus 44.7% last year. The growth in loans resulted from managements efforts to enhance the Banks current and future earnings prospects by increasing the size of the Banks loan portfolio and reducing the relative size of its securities portfolio. All categories of loans experienced growth, with the most significant growth occurring in commercial mortgages which were up by $29.2 million, or 30.2%, and home equity products which were up by $16.8 million, or 35.5%. Residential mortgages and commercial loans also grew, showing increases of $12.7 million, or 8.2%, and $6.7 million, or 12.4%, respectively. Management believes that the credit quality of the Banks loan portfolio continues to be excellent.
Also contributing to earnings for the first half of 2006 were increased yields on all categories of interest-earning assets brought about by increased market interest rates, stepped up lending, and better yielding securities purchased as part of the portfolio restructuring conducted in 2005. When taken together, these items are largely responsible for a 72 basis point increase in the overall yield on interest-earning assets and a resulting increase in net interest income on those interest-earning assets funded by checking deposits and capital. As a partial offset to earnings, net interest spread declined by 27 basis points with a flattening of the yield curve and increased competition for deposits in the Banks market area. This caused net interest income to decline on those interest-
10
earning assets funded by interest-bearing liabilities. The flattening yield curve occurred as short-term interest rates increased significantly and intermediate and longer-term interest rates increased by lesser amounts. The significant increase in short-term interest rates drove up the Banks overall cost of deposits and the lesser increases in intermediate and longer-term interest rates limited the additional earnings that could be realized by the Bank on its investment and loan portfolios. Also negatively impacting earnings was slowed deposit growth resulting from increased competition.
The flat yield curve and competition for deposits in the Banks market area are continuing to exert pressure on earnings. The Bank currently plans to continue growing loans in a measured and disciplined manner and is investing in people and infrastructure to make this happen. Management believes that commercial loan growth in particular, in addition to new branch openings, will be a key driver of future deposit and earnings growth.
In December of last year, the Bank opened a full service branch on the south shore of Long Island in the town of Merrick. This brought the Banks full service branch count to ten and the overall number of branches to twenty-five. Management currently plans to continue opening branches in key markets on Long Island and in Manhattan.
11
Net Interest Income
Average Balance Sheet; Interest Rates and Interest Differential. The following table sets forth the average daily balances for each major category of assets, liabilities and stockholders equity as well as the amounts and average rates earned or paid on each major category of interest-earning assets and interest-bearing liabilities. Where applicable, the information in the table is presented on a tax-equivalent basis.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30, |
|
||||||||||||||||
|
|
|
|
||||||||||||||||
|
|
2006 |
|
2005 |
|
||||||||||||||
|
|
|
|
|
|
||||||||||||||
|
|
Average |
|
Interest |
|
Average |
|
Average |
|
Interest |
|
Average |
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
(dollars in thousands) |
|
||||||||||||||||
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Federal funds sold |
|
$ |
19,286 |
|
$ |
447 |
|
|
4.67 |
% |
$ |
17,235 |
|
$ |
231 |
|
|
2.70 |
% |
Investment Securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxable |
|
|
348,958 |
|
|
7,169 |
|
|
4.14 |
|
|
388,738 |
|
|
6,564 |
|
|
3.41 |
|
Nontaxable |
|
|
141,469 |
|
|
4,692 |
|
|
6.63 |
|
|
157,043 |
|
|
4,948 |
|
|
6.30 |
|
Loans |
|
|
401,872 |
|
|
12,931 |
|
|
6.49 |
|
|
350,189 |
|
|
10,239 |
|
|
5.90 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-earning assets |
|
|
911,585 |
|
|
25,239 |
|
|
5.57 |
|
|
913,205 |
|
|
21,982 |
|
|
4.85 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allowance for loan losses |
|
|
(3,473 |
) |
|
|
|
|
|
|
|
(2,945 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest-earning assets |
|
|
908,112 |
|
|
|
|
|
|
|
|
910,260 |
|
|
|
|
|
|
|
Cash and due from banks |
|
|
30,261 |
|
|
|
|
|
|
|
|
34,101 |
|
|
|
|
|
|
|
Premises and equipment, net |
|
|
7,905 |
|
|
|
|
|
|
|
|
6,597 |
|
|
|
|
|
|
|
Other assets |
|
|
18,433 |
|
|
|
|
|
|
|
|
14,763 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
964,711 |
|
|
|
|
|
|
|
$ |
965,721 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Savings and money market deposits |
|
$ |
369,887 |
|
|
2,100 |
|
|
1.14 |
|
$ |
432,264 |
|
|
1,581 |
|
|
.74 |
|
Time deposits |
|
|
135,148 |
|
|
2,572 |
|
|
3.84 |
|
|
60,652 |
|
|
622 |
|
|
2.07 |
|
Securities sold under repurchase agreements |
|
|
50,536 |
|
|
1,105 |
|
|
4.41 |
|
|
69,618 |
|
|
901 |
|
|
2.61 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest-bearing liabilities |
|
|
555,571 |
|
|
5,777 |
|
|
2.10 |
|
|
562,534 |
|
|
3,104 |
|
|
1.11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Checking deposits |
|
|
314,084 |
|
|
|
|
|
|
|
|
309,375 |
|
|
|
|
|
|
|
Other liabilities |
|
|
3,324 |
|
|
|
|
|
|
|
|
3,825 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
872,979 |
|
|
|
|
|
|
|
|
875,734 |
|
|
|
|
|
|
|
Stockholders equity |
|
|
91,732 |
|
|
|
|
|
|
|
|
89,987 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
964,711 |
|
|
|
|
|
|
|
$ |
965,721 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest income |
|
|
|
|
$ |
19,462 |
|
|
|
|
|
|
|
$ |
18,878 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest spread |
|
|
|
|
|
|
|
|
3.47 |
% |
|
|
|
|
|
|
|
3.74 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net interest margin |
|
|
|
|
|
|
|
|
4.31 |
% |
|
|
|
|
|
|
|
4.17 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12
Rate/Volume Analysis. The following table sets forth the effect of changes in volumes, rates, and rate/volume on tax-equivalent interest income, interest expense and net interest income.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30, |
|
||||||||||
|
|
|
|
||||||||||
|
|
2006 Versus 2005 |
|
||||||||||
|
|
|
|
||||||||||
|
|
Volume |
|
Rate |
|
Rate/ |
|
Net |
|
||||
|
|
|
|
|
|
|
|
|
|
||||
|
|
(in thousands) |
|
||||||||||
Interest Income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Federal funds sold |
|
$ |
27 |
|
$ |
168 |
|
$ |
21 |
|
$ |
216 |
|
Investment securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Taxable |
|
|
(672 |
) |
|
1,422 |
|
|
(145 |
) |
|
605 |
|
Nontaxable |
|
|
(491 |
) |
|
261 |
|
|
(26 |
) |
|
(256 |
) |
Loans |
|
|
1,511 |
|
|
1,029 |
|
|
152 |
|
|
2,692 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest income |
|
|
375 |
|
|
2,880 |
|
|
2 |
|
|
3,257 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest Expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Savings and money market deposits |
|
|
(228 |
) |
|
873 |
|
|
(126 |
) |
|
519 |
|
Time deposits |
|
|
764 |
|
|
532 |
|
|
654 |
|
|
1,950 |
|
Securities sold under repurchase agreements |
|
|
(247 |
) |
|
621 |
|
|
(170 |
) |
|
204 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total interest expense |
|
|
289 |
|
|
2,026 |
|
|
358 |
|
|
2,673 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (decrease) in net interest income |
|
$ |
86 |
|
$ |
854 |
|
$ |
(356 |
) |
$ |
584 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
Represents the change not solely attributable to change in rate or change in volume but a combination of these two factors. The rate/volume variance could be allocated between the volume and rate variances shown in the table based on the absolute value of each to the total for both. |
Net interest income on a tax-equivalent basis increased by $584,000 from $18,878,000 for the first six months of 2005 to $19,462,000 for the same period this year. The most significant reason for the growth in net interest income was the increased yield on interest-earning assets. When comparing the first six months of 2006 to the same period last year, the yield on interest-earning assets increased by 72 basis points. This resulted principally from an increase in market interest rates, loan growth, and the better yields realized on securities purchased as part of the portfolio restructuring conducted in 2005. Management is making a concerted effort to increase the size of the Banks loan portfolio and reduce the relative size of its securities portfolio and thereby enhance its current and future earnings prospects.
The higher yield on interest-earning assets resulted in an increase in net interest income realized on those interest-earning assets funded by checking deposits and capital. Checking deposits and capital have no associated interest cost, and this is the primary reason that the growth of checking balances has historically been one of the Corporations key strategies for increasing earnings per share. When comparing the first half of 2006 to the same period last year, average checking deposits grew by approximately $4.7 million, or 1.5%. By contrast, checking growth for the first six months of 2005, 2004, and 2003 was 3.3%, 14.4%, and 13.6%, respectively. Although competition in the Banks market area caused checking deposit growth to be more modest than that of recent prior years, a significant portion of the Banks interest-earning assets continues to be funded by checking deposits.
As a partial offset to the increased net interest income realized on earning assets funded by checking deposits and capital, the Banks net interest spread declined by 27
13
basis points during the same period. The reduced spread was primarily the result of a flattening yield curve brought about by a significant increase in short-term interest rates and lesser increases in intermediate and long-term interest rates. Since the Banks deposit rates primarily track the short end of the yield curve and its interest-bearing liabilities generally reprice faster than its interest-earning assets, the increase in short-term interest rates and flattening yield curve drove up the Banks cost of funds more than its yield on earning assets. This caused net interest income to decline on those interest-earning assets funded by interest-bearing liabilities.
The Banks net interest spread also decreased because, in response to competition in its market area, the Bank introduced better yielding savings and money market products and increased the rates paid on its various time deposit products. Although these pricing initiatives helped the Bank to maintain and attract deposit balances, they also resulted in a significant migration of funds from lower to higher yielding deposit products within the Bank.
The Banks purchase of $2.5 million of bank owned life insurance in the first quarter of 2006 also caused a reduction in net interest income, with a more than offsetting increase in noninterest income.
Application of Critical Accounting Policies
In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported asset and liability balances and revenue and expense amounts. Our determination of the allowance for loan losses is a critical accounting estimate because it is based on our subjective evaluation of a variety of factors at a specific point in time and involves difficult and complex judgments about matters that are inherently uncertain. In the event that managements estimate needs to be adjusted based on, among other things, additional information that comes to light after the estimate is made or changes in circumstances, such adjustment could result in the need for a significantly different allowance for loan losses and thereby materially impact, either positively or negatively, the Banks results of operations.
The Banks Reserve Committee, which is chaired by the Senior Lending Officer, meets on a quarterly basis and is responsible for determining the allowance for loan losses after considering, among other things, the results of credit reviews performed by the Banks loan review officer. In addition, and in consultation with the Banks Chief Financial Officer, the Reserve Committee is responsible for implementing and maintaining policies and procedures surrounding the calculation of the required allowance. The Banks allowance for loan losses is subject to periodic examination by the Office of the Comptroller of the Currency, the Banks primary federal banking regulator, whose safety and soundness examination includes a determination as to its adequacy to absorb probable losses.
The first step in determining the allowance for loan losses is to identify loans in the Banks portfolio that are individually deemed to be impaired. In doing so, subjective judgments need to be made regarding whether or not it is probable that a borrower will be unable to pay all principal and interest due according to contractual terms. Once a loan is identified as being impaired, management uses the fair value of the underlying collateral and/or the discounted value of expected future cash flows to determine the amount of the impairment loss, if any, that needs to be included in the overall allowance for loan losses. In estimating the fair value of real estate collateral management utilizes appraisals and also makes qualitative judgments based on, among other things, its knowledge of the
14
local real estate market and analyses of current economic conditions. Estimating the fair value of collateral other than real estate is also subjective in nature and sometimes requires difficult and complex judgments. Determining expected future cash flows can be more subjective than determining fair values. Expected future cash flows could differ significantly, both in timing and amount, from the cash flows actually received over the loans remaining life.
In addition to estimating losses for loans individually deemed to be impaired, management also estimates collective impairment losses for pools of loans that are not specifically reviewed. Statistical information regarding the Banks historical loss experience over a period of time is the starting point in making such estimates. However, future losses could vary significantly from those experienced in the past and accordingly management periodically adjusts its historical loss experience to reflect current conditions. In doing so, management considers a variety of general qualitative factors and then subjectively determines the weight to assign to each in estimating losses. The factors include, among others, national and local economic conditions, environmental risks, trends in volume and terms of loans, concentrations of credit, changes in lending policies and procedures, and experience, ability, and depth of the Banks lending staff. Because of the nature of the factors and the difficulty in assessing their impact, managements resulting estimate of losses may not accurately reflect actual losses in the portfolio.
Although the allowance for loan losses has two separate components, one for impairment losses on individual loans and one for collective impairment losses on pools of loans, the entire allowance for loan losses is available to absorb realized losses as they occur whether they relate to individual loans or pools of loans.
Asset Quality
The Corporation has identified certain assets as risk elements. These assets include nonaccruing loans, foreclosed real estate, loans that are contractually past due 90 days or more as to principal or interest payments and still accruing and troubled debt restructurings. These assets present more than the normal risk that the Corporation will be unable to eventually collect or realize their full carrying value. The Corporations risk elements at June 30, 2006 and December 31, 2005 are as follows:
|
|
|
|
|
|
|
|
|
|
June 30, |
|
December 31, |
|
||
|
|
|
|
|
|
||
|
|
(dollars in thousands) |
|
||||
Nonaccruing loans |
|
$ |
143 |
|
$ |
151 |
|
Loans past due 90 days or more as to principal or interest payments and still accruing |
|
|
|
|
|
|
|
Foreclosed real estate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total nonperforming assets |
|
|
143 |
|
|
151 |
|
Troubled debt restructurings |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total risk elements |
|
$ |
143 |
|
$ |
151 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nonaccruing loans as a percentage of total loans |
|
|
.03 |
% |
|
.04 |
% |
|
|
|
|
|
|
|
|
Nonperforming assets as a percentage of total loans and foreclosed real estate |
|
|
.03 |
% |
|
.04 |
% |
|
|
|
|
|
|
|
|
Risk elements as a percentage of total loans and foreclosed real estate |
|
|
.03 |
% |
|
.04 |
% |
|
|
|
|
|
|
|
|
15
Allowance and Provision For Loan Losses
The allowance for loan losses grew by $318,000 during the first six months of 2006, amounting to $3,600,000 at June 30, 2006, or .8% of total loans, as compared to $3,282,000 at December 31, 2005, or .9% of total loans. During the first six months of 2006, the Bank had loan chargeoffs and recoveries of $76,000 and $9,000, respectively, and recorded a $385,000 provision for loan losses. The provision for loan losses increased by $59,000 when comparing the first six months of 2006 to the same period last year primarily as a result of increased loan growth.
The allowance for loan losses is an amount that management currently believes will be adequate to absorb probable losses inherent in the Banks loan portfolio. In determining the allowance for loan losses, there is not an exact amount but rather a range for what constitutes an appropriate allowance. As more fully discussed in the Application of Critical Accounting Policies section of this discussion and analysis of financial condition and results of operations, the process for estimating credit losses and determining the allowance for loan losses as of any balance sheet date is subjective in nature and requires material estimates. Actual results could differ significantly from these estimates.
The amount of future chargeoffs and provisions for loan losses will be affected by, among other things, economic conditions on Long Island. Such conditions could affect the financial strength of the Banks borrowers and do affect the value of real estate collateral securing the Banks mortgage loans. Loans secured by real estate represent approximately 87% of the Banks total loans outstanding at June 30, 2006. Most of these loans were made to borrowers domiciled on Long Island and are secured by Long Island properties. In recent years, economic conditions on Long Island have been good and residential real estate values have grown to unprecedented highs. Management believes that such values have begun to level off and could possibly deteriorate in the future. Such deterioration could potentially be substantial. A downturn in local economic conditions could cause some of the Banks borrowers to be unable to make the required contractual payments on their loans, and the Bank may be unable to realize the full carrying value of such loans through foreclosure. However, management believes that the Banks underwriting policies are relatively conservative and, as a result, the Bank should be less affected than the overall market.
Future provisions and chargeoffs could also be affected by environmental impairment of properties securing the Banks mortgage loans. Environmental audits for commercial mortgages were instituted by the Bank in 1987. Under the Banks current policy, an environmental audit is required on practically all commercial-type properties that are considered for a mortgage loan. At the present time, the Bank is not aware of any existing loans in the portfolio where there is environmental pollution originating on the mortgaged properties that would materially affect the value of the portfolio.
Noninterest Income, Noninterest Expense, and Income Taxes
Noninterest income includes service charges on deposit accounts, Investment Management Division income, gains or losses on sales of securities, and all other items of income, other than interest, resulting from the business activities of the Corporation. Excluding net losses on sales of securities, noninterest income decreased by $478,000, or 13.7%, when comparing the first six months of 2006 to the same period last year. The decrease is comprised of a decrease in other income of $263,000, a decrease in service charges on deposit accounts of $222,000, as offset by an increase in Investment
16
Management Division income of $7,000. The decrease in other income is primarily due to a $333,000 recovery of real estate taxes previously paid in the first six months of 2005 as partially offset by $57,000 increase in accretion of cash surrender value on bank owned life insurance. Service charge income decreased primarily as a result of reductions in maintenance and activity charges and the volume of returned checks. Excluding the receipt of a final executors commission of $72,000 on one estate in the first quarter of 2005, Investment Management Division income was up by $79,000, or 9.9%. Investment Management Division income was helped by a revision of the Divisions fee schedule in the third quarter 2005.
Noninterest expense is comprised of salaries, employee benefits, occupancy and equipment expense and other operating expenses incurred in supporting the various business activities of the Corporation. Noninterest expense increased by $389,000, or 3.0%, from $12,882,000 for the first six months of 2005 to $13,271,000 for the current six-month period. The increase is comprised of an increase in other operating expenses of $211,000, or 8.2%, an increase in employee benefits expense of $201,000, or 9.0%, and an increase in occupancy and equipment expense of $75,000, or 3.9%, as offset by a decrease in salaries of $98,000, or 1.6%. The increase in other operating expenses is primarily due to increases in computer processing expense and director fees. Computer processing expense increased primarily due to communication upgrades. The increase in director fees resulted from increases in retainers and per meeting fees effective April 1, 2005. Employee benefits expense is up largely due to the termination of a retiree insurance benefit in the second quarter of 2005 and the resulting reversal of a $193,000 liability. Excluding this reversal, employee benefits expense is up only $8,000. The increase would have been greater had pension expense not declined primarily due to increased return on plan assets. The increase in occupancy and equipment expense is largely attributable to an increase in rent expense related to the opening of the Merrick branch in the fourth quarter of 2005. The decrease in salaries is due to $575,000 in severance paid to the Corporations former Chairman in the second quarter of 2005. Excluding this severance payment, salaries increased approximately $477,000, or 8.6%. The increase is primarily the result of normal annual salary increases and additions to staff related to the Banks lending initiatives and its new branch in Merrick.
Income tax expense as a percentage of book income (effective tax rate) was 22.2% for the first six months of 2006 as compared to 19.6% for the same period last year. The benefit of tax-exempt interest on municipal securities results in an effective tax rate that is considerably lower than the statutory Federal income tax rate of 34% despite state income taxes. The increase in the effective tax rate is primarily attributable to a reduction of taxes accrued in the first six months of 2005 with respect to the Banks investment subsidiary.
Results of Operations Three Months Ended June 30, 2006 Versus June 30, 2005
Net income for the second quarter of 2006 was $2,794,000, or $.72 per share, as compared to $2,967,000, or $.74 per share, for the same quarter last year. The largest components of the decrease in net income are an increase in employee benefits expense of $259,000, a decrease in service charges on deposit accounts of $175,000, net gains on sales of securities of $153,000 in the second quarter of 2005, and an increase in the Corporations effective tax rate from 19.7% in the second quarter of 2005 to 21.7% for the current quarter. The impact of these items was partially offset by a $342,000 increase in net interest income and a decrease in salaries of $300,000.
17
The increase in employee benefits expense is primarily due to the termination of the retiree insurance benefit. The net gains on sales of securities in the second quarter of 2005 resulted mostly from the sale of a held-to-maturity security following a downgrade of the securitys credit rating. The reasons for the decreases in service charge income and salaries, and the increases in net interest income and the effective tax rate are the same as those discussed with respect to the six-month periods.
Capital
The Corporations capital management policy is designed to build and maintain capital levels that exceed regulatory standards. Under current regulatory capital standards, banks are classified as well capitalized, adequately capitalized or undercapitalized. Under such standards, a well capitalized bank is one that has a total risk-based capital ratio equal to or greater than 10%, a Tier 1 risk-based capital ratio equal to or greater than 6%, and a Tier 1 leverage capital ratio equal to or greater than 5%. The Corporations total risk-based capital, Tier 1 risk-based capital and Tier 1 leverage capital ratios of 22.80%, 21.96% and 9.56%, respectively, at June 30, 2006 substantially exceed the requirements for a well-capitalized bank.
Total stockholders equity increased by $905,000, or from $90,698,000 at December 31, 2005 to $91,603,000 at June 30, 2006. The increase is primarily attributable to net income of $5,601,000, as largely offset by $1,815,000 in unrealized losses on available-for-sale securities, $1,719,000 in cash dividends declared and $1,238,000 spent for share repurchases.
Stock Repurchase Program and Market Liquidity. Since 1988, the Corporation has had a stock repurchase program under which it has purchased, from time to time, shares of its own common stock in market or private transactions. The Corporations market transactions are generally intended to comply with the manner, timing, price and volume conditions set forth in SEC Rule 10b-18 and therefore, with respect to such transactions, provide the Corporation with safe harbor from liability for market manipulation under section 9(a)(2) and Rule 10b-5 of the Securities Exchange Act of 1934.
The Corporation periodically reevaluates whether it wants to continue purchasing shares of its own common stock in open market transactions under Rule 10b-18 or otherwise. Because the trading volume in the Corporations common stock is limited, the Corporation believes that a reduction or discontinuance of its share repurchase program could adversely impact market liquidity for its common stock, the price of its common stock, or both. The publicly reported trading volume in the Corporations common stock for the year ended June 30, 2006 was 459,682 shares, 13.6% of which resulted from open market purchases by the Corporation under its share repurchase program.
Russell Microcap Index®. Frank Russell Company (Russell) maintains a family of U.S. equity indices. The indices are reconstituted effective the last Friday in June of each year based on market capitalization and do not reflect subjective opinions. All Indices are subsets of the Russell 3000E® Index which represents most of the investable U. S. equity market.
The Corporations common stock is included in the Russell Microcap Index®. The Russell Microcap Index® includes the smallest 1,000 companies in terms of market capitalization in the small-cap Russell 2000 Index® plus the next 1,000 smaller companies. The average market capitalization of companies in the Russell Microcap Index® is $255.5 million, the median market capitalization is $218.2 million, the capitalization of the largest company in the index is $612.1 million, and the capitalization
18
of the smallest company in the index is $67.3 million. The Corporations market capitalization as of June 30, 2006 was approximately $159 million.
The Corporation believes that inclusion in the Russell Microcap Index® will positively impact the price, trading volume and liquidity of its common stock. Conversely, if the Corporations market capitalization falls below the minimum necessary to be included in the Russell Microcap Index® at any future annual reconstitution date, the Corporation believes that this could adversely affect the price, volume and liquidity of its common stock.
Cash Flows and Liquidity
Cash Flows. The Corporations primary sources of cash are deposit growth, maturities and amortization of loans and investment securities, operations, and borrowing. The Corporation uses cash from these and other sources to first fund loan growth. Any remaining cash is used primarily to purchase a combination of short, intermediate, and longer-term investment securities, pay cash dividends, and repurchase common stock under the Corporations share repurchase program. During the first six months of 2006, the Corporations cash and cash equivalent position increased by $17,083,000. The increase occurred primarily because cash provided by deposit growth, a decrease in the size of the Banks investment securities portfolio and operations exceeded the cash needed to grow loans and used to repay borrowings under repurchase agreements.
Liquidity. The Bank has both internal and external sources of liquidity that can be used to fund loan growth and accommodate deposit outflows. The Banks primary internal sources of liquidity are its overnight position in federal funds sold, investment securities designated as available-for-sale, and maturities and monthly payments on its investment securities and loan portfolios. At June 30, 2006, the Bank had an overnight federal funds sold position of $11,000,000 and an available-for-sale securities portfolio of $244,368,000.
The Bank is a member of the Federal Home Loan Bank of New York (FHLB) and has repurchase agreements in place with five brokerage firms. In addition to customer deposits, the Banks primary external sources of liquidity are secured borrowings from the FHLB under a variety of borrowing arrangements and brokerage firms under repurchase agreements. However, neither the Banks FHLB membership nor repurchase agreements with brokers represent legal commitments on the part of the FHLB or the brokerage firms to extend credit to the Bank. The amount that the Bank can potentially borrow from the FHLB and brokerage firms is dependent on, among other things, the amount of unencumbered eligible securities that the Bank can use as collateral. At June 30, 2006, the Bank has unencumbered eligible securities collateral of approximately $211 million.
The Bank can also purchase overnight federal funds on an unsecured basis under lines with two other commercial banks. These lines in the aggregate amount of $25 million do not represent legal commitments to extend credit on the part of the other banks.
As a backup to borrowing from the FHLB, brokerage firms and other commercial banks, the Bank is eligible to borrow on a secured basis at the Federal Reserve Bank (FRB) discount window under the primary credit program. Primary credit, which is normally extended on a very short-term basis, typically overnight, at a rate 100 basis points above the federal funds target rate, is viewed by the FRB as a backup source of
19
short-term funds for sound depository institutions like the Bank. The amount that the Bank can borrow under the primary credit program depends on, among other things, the amount of available eligible collateral.
Legislation
Commercial checking deposits currently account for approximately 29% of the Banks total deposits. Congress has been considering legislation that would allow corporate customers to cover checks by sweeping funds from interest-bearing deposit accounts each business day and repeal the prohibition of the payment of interest on corporate checking deposits in the future. Either could have a material adverse impact on the Banks future results of operations.
Adoption of New Accounting Pronouncements
In February 2006, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards No. 155 Accounting for Certain Hybrid Financial Instruments (SFAS No. 155), which amends FASB Statements No. 133, Accounting For Derivative Instruments and Hedging Activities and No. 140, Accounting For Transfers and Servicing of Financial Assets and Extinguishments of Liabilities. SFAS No. 155 is effective for all financial instruments acquired or issued in fiscal years beginning after September 15, 2006. The adoption of SFAS No. 155 is not expected to impact the Corporations financial statements.
In March 2006, the FASB issued Statement of Financial Accounting Standards No. 156 Accounting for Servicing of Financial Assets (SFAS No. 156), which amends FASB Statement No. 140, Accounting For Transfers and Servicing of Financial Assets and Extinguishments of Liabilities with respect to the accounting for separately recognized servicing assets and servicing liabilities. SFAS No. 156 is effective for fiscal years beginning after September 15, 2006. The adoption of SFAS No. 156 is not expected to impact the Corporations financial statements.
In June 2006, the FASB issued Interpretation No. 48, Accounting for Uncertainty in Income Taxes (FIN No. 48). FIN No. 48 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. It also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN No. 48 is effective for fiscal years beginning after December 15, 2006. The adoption of FIN No. 48 is not expected to currently impact the Corporations financial statements.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Bank invests in interest-earning assets which are funded by interest-bearing deposits and borrowings, noninterest-bearing deposits, and capital. The Banks results of operations are subject to risk resulting from interest rate fluctuations generally and having assets and liabilities that have different maturity, repricing, and prepayment/withdrawal characteristics. The Bank defines interest rate risk as the risk that the Banks earnings and/or net portfolio value (present value of expected future cash flows from assets less the present value of expected future cash flows from liabilities) will change when interest rates change. The principal objective of the Banks asset/liability management activities is to maximize net interest income while at the same time maintain acceptable levels of interest rate and liquidity risk and facilitate the funding needs of the Bank.
20
Because the Banks loans and investment securities generally reprice slower than its interest-bearing liabilities, an immediate increase in interest rates uniformly across the yield curve should initially have a negative effect on net interest income. However, if the Bank does not increase the rates paid on its deposit accounts as quickly or in the same amount as increases in market interest rates, the magnitude of the negative impact will decline. If the Bank does not increase its deposit rates at all, the impact should be positive. Over a longer period of time, and assuming that interest rates remain stable after the initial rate increase and the Bank purchases securities and originates loans at yields higher than those maturing and reprices loans at higher yields, the impact of an increase in interest rates should be positive. This occurs primarily because with the passage of time more loans and investment securities will reprice at the higher rates and there will be no offsetting increase in interest expense for those loans and investment securities funded by noninterest-bearing checking deposits and capital.
Conversely, a decrease in interest rates uniformly across the yield curve should initially have a positive impact on the Banks net interest income. However, if the Bank does not or cannot decrease the rates paid on its deposit accounts as quickly or in the same amount as decreases in market interest rates, the magnitude of the positive impact will decline. If the Bank does not decrease its deposit rates at all, the impact should be negative.
If interest rates decline, or have declined, and are sustained at the lower levels and, as a result, the Bank purchases securities at lower yields and loans are originated or repriced at lower yields, the impact on net interest income should be negative because 39% of the Banks average interest-earning assets are funded by noninterest-bearing checking deposits and capital.
The Bank monitors and controls interest rate risk through a variety of techniques including the use of interest rate sensitivity models and traditional interest rate sensitivity gap analysis. Through use of the models, the Bank projects future net interest income and then estimates the effect on projected net interest income of various changes in interest rates and balance sheet growth rates. The Bank also uses the models to calculate the change in net portfolio value over a range of interest rate change scenarios.
Traditional gap analysis involves arranging the Banks interest-earning assets and interest-bearing liabilities by repricing periods and then computing the difference, or interest-rate sensitivity gap, between the assets and liabilities which are estimated to reprice during each time period and cumulatively through the end of each time period.
Both interest rate sensitivity modeling and gap analysis involve a variety of significant estimates and assumptions and are done at a specific point in time. Interest rate sensitivity modeling requires, among other things, estimates of: (1) how much and when yields and costs on individual categories of interest-earning assets and interest-bearing liabilities will adjust because of projected changes in market interest rates; (2) future cash flows; (3) discount rates; and (4) decay or runoff rates for nonmaturity deposits such as checking, savings, and money market accounts.
Gap analysis requires estimates as to when individual categories of interest-sensitive assets and liabilities will reprice and assumes that assets and liabilities assigned to the same repricing period will reprice at the same time and in the same amount. Like sensitivity modeling, gap analysis does not fully take into account the fact that the repricing of some assets and liabilities is discretionary and subject to competitive and other pressures.
21
Changes in the estimates and assumptions made for interest rate sensitivity modeling and gap analysis could have a significant impact on projected results and conclusions. Therefore, these techniques may not accurately reflect the actual impact of changes in the interest rate environment on the Banks net interest income or net portfolio value.
The table that follows is provided pursuant to the market risk disclosure rules set forth in Item 305 of Regulation S-K of the Securities and Exchange Commission. The information provided in the following table is based on significant estimates and assumptions and constitutes, like certain other statements included herein, a forward-looking statement. The base case information in the table shows (1) an estimate of the Corporations net portfolio value at June 30, 2006 arrived at by discounting estimated future cash flows at current market rates and (2) an estimate of net interest income on a tax-equivalent basis for the year ending June 30, 2007 assuming that maturing assets or liabilities are replaced with new balances of the same type, in the same amount, and at current rate levels and repricing balances are adjusted to current rate levels. For purposes of the base case, nonmaturity deposits are included in the calculation of net portfolio value at their carrying amount. The rate change information in the table shows estimates of net portfolio value at June 30, 2006 and net interest income on a tax-equivalent basis for the year ending June 30, 2007 assuming rate changes of plus 100 and 200 basis points and minus 100 and 200 basis points. The changes in net portfolio value from the base case have not been tax affected. In addition, cash flows for nonmaturity deposits are based on a decay or runoff rate of six years. Also, rate changes are assumed to be shock or immediate changes and occur uniformly across the yield curve regardless of the duration to maturity or repricing of specific assets and liabilities. In projecting future net interest income under the indicated rate change scenarios, activity is simulated by replacing maturing balances with new balances of the same type, in the same amount, but at the assumed rate level and adjusting repricing balances to the assumed rate level.
Based on the foregoing assumptions and as depicted in the table that follows, an immediate increase in interest rates of 100 or 200 basis points would have a negative effect on net interest income over a one-year time period. This is principally because the Banks interest-bearing deposit accounts reprice faster than its loans and investment securities. However, if the Bank does not increase the rates paid on its deposit accounts as quickly or in the same amount as increases in market interest rates, the magnitude of the negative impact will decline. If the Bank does not increase its deposit rates at all, the impact should be positive. Over a longer period of time, and assuming that interest rates remain stable after the initial rate increase and the Bank purchases securities and originates loans at yields higher than those maturing and reprices loans at higher yields, the impact of an increase in interest rates should be positive. This occurs primarily because with the passage of time more loans and investment securities will reprice at the higher rates and there will be no offsetting increase in interest expense for those loans and investment securities funded by noninterest-bearing checking deposits and capital. Generally, the reverse should be true of an immediate decrease in interest rates of 100 or 200 basis points. However, deposit rates are currently low as indicated by the Banks overall cost of funds of 2.10% for the first six months of 2006. Therefore, while rates on many of the Banks interest earning assets could drop by 100 or 200 basis points, rates on many of its deposit products could not. It is for this reason that in rates down 100 and 200 basis points the projected increases in net interest income as compared to the base case are less than the projected decreases in rates up 100 and 200 basis points.
22
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Portfolio Value (NPV) |
|
Net Interest Income |
|
||||||||
|
|
|
|
|
|
||||||||
Rate Change Scenario |
|
Amount |
|
Percent |
|
Amount |
|
Percent |
|
||||
|
|
|
|
|
|
|
|
|
|
||||
|
|
(dollars in thousands) |
|
||||||||||
|
|||||||||||||
+ 200 basis point rate shock |
|
$ |
69,075 |
|
(12.3 |
)% |
|
$ |
33,708 |
|
(15.8 |
)% |
|
+ 100 basis point rate shock |
|
|
73,678 |
|
(6.5 |
) |
|
|
36,878 |
|
(7.9 |
) |
|
Base case (no rate change) |
|
|
78,796 |
|
|
|
|
|
40,049 |
|
|
|
|
- 100 basis point rate shock |
|
|
84,476 |
|
7.2 |
|
|
|
42,763 |
|
6.8 |
|
|
- 200 basis point rate shock |
|
|
90,769 |
|
15.2 |
|
|
|
43,204 |
|
7.9 |
|
|
Forward Looking Statements
Managements Discussion and Analysis of Financial Condition and Results of Operations and Quantitative and Qualitative Disclosures About Market Risk contain various forward-looking statements with respect to financial performance and business matters. Such statements are generally contained in sentences including the words expect or could or should or would or believe. The Corporation cautions that these forward-looking statements are subject to numerous assumptions, risks and uncertainties, and therefore actual results could differ materially from those contemplated by the forward-looking statements. In addition, the Corporation assumes no duty to update forward-looking statements.
ITEM 4. CONTROLS AND PROCEDURES
(a) Evaluation of Disclosure Controls and Procedures
The Corporations Chief Executive Officer, Michael N. Vittorio, and Chief Financial Officer, Mark D. Curtis, have evaluated the Corporations disclosure controls and procedures, as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the Act), as of the end of the period covered by this report. Based upon that evaluation, they have concluded that the Corporations disclosure controls and procedures are effective in ensuring that information required to be disclosed by the Corporation in the reports that it files or submits under the Act, as amended, is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commissions rules and forms. Such controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed is accumulated and communicated to the Corporations management, including the principal executive and principal financial officers, to allow timely decisions regarding disclosure.
(b) Changes in Internal Control Over Financial Reporting
There were no changes in internal control over financial reporting that occurred during the fiscal quarter covered by this report that have materially affected, or are reasonably likely to materially affect, the Corporations internal control over financial reporting.
23
From time to time the Corporation and the Bank may be involved in litigation that arises in the normal course of business. As of the date of this Form 10-Q, neither the Corporation nor the Bank is a party to any litigation that management believes could reasonably be expected to have a material adverse effect on the Corporations or the Banks financial position or results of operations for an annual period.
Item 2. Issuer Purchase of Equity Securities
Since 1988, the Corporation has had a stock repurchase program under which it is authorized to purchase, from time to time, shares of its own common stock in market or private transactions. The details of the Corporations purchases under the stock repurchase program during the second quarter of 2006 are set forth in the table that follows.
ISSUER PURCHASES OF EQUITY SECURITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Period |
|
Total |
|
Average |
|
Total Number of |
|
Maximum Number of |
|
|||||||
|
|
|
|
|
|
|
|
|
|
|||||||
April 1, 2006 to April 30, 2006 |
|
|
3,882 |
|
|
$ |
42.53 |
|
|
|
3,882 |
|
|
148,180 |
|
|
May 1, 2006 to May 31, 2006 |
|
|
12,427 |
|
|
$ |
42.92 |
|
|
|
12,427 |
|
|
135,753 |
|
|
June 1, 2006 to June 30, 2006 |
|
|
3,509 |
|
|
$ |
42.48 |
|
|
|
3,509 |
|
|
132,244 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
All shares purchased by the Corporation under its stock repurchase program in the second quarter of 2006 were purchased under a 100,000 share plan approved by the Corporations board of directors on May 17, 2005 and publicly announced on May 18, 2005 and a 150,000 share plan approved by the Corporations board of directors on January 17, 2006 and publicly announced on January 20, 2006. The Corporations share repurchase plans do not have fixed expiration dates. |
Item 4. Submission of Matters to a Vote of Security Holders
The Annual Meeting of Stockholders of The First of Long Island Corporation (the Corporation) held April 18, 2006 was called to: (1) elect six directors to serve for two-year terms or until their successors have been elected and qualified; and (2) approve adoption of The First of Long Island Corporation 2006 Stock Compensation Plan.
For the election of directors, each share is entitled to as many votes as there are directors to be elected, and such votes may be cumulated and voted for one nominee or divided among as many different nominees as is desired. If authority to vote for any nominee or nominees is withheld on any proxy, the votes are spread among the remaining nominees. The following table lists the Class II directors elected at the annual meeting and, for each director elected, the number of votes cast for and the number of votes withheld. No other persons were nominated and no other persons received any votes.
24
|
|
|
|
|
|
|
|
Number of Votes |
|||
|
|
|
|||
Directors Elected At |
|
Cast For |
|
Withheld |
|
|
|
|
|
|
|
Allen E. Busching |
|
2,907,813 |
|
50,065 |
|
Paul T. Canarick |
|
2,946,486 |
|
11,392 |
|
Alexander L. Cover |
|
2,949,691 |
|
8,187 |
|
Beverly Ann Gehlmeyer |
|
2,940,186 |
|
17,692 |
|
William H. J. Hoefling |
|
2,949,705 |
|
8,173 |
|
Stephen V. Murphy |
|
2,904,807 |
|
53,071 |
|
The name of each Class I director whose term of office as a director continued after the annual meeting is as follows:
|
|
|
|
|
|
Term as Director |
|
Name |
|
|
Expires |
|
|
|
|
Howard Thomas Hogan, Jr. |
|
2007 |
|
J. Douglas Maxwell, Jr. |
|
2007 |
|
John R. Miller III |
|
2007 |
|
Walter C. Teagle III |
|
2007 |
|
Michael N. Vittorio |
|
2007 |
The First of Long Island Corporation 2006 Stock Compensation Plan was approved by the affirmative vote of holders of a majority of the shares entitled to vote and represented at the meeting. The total number of shares that could have been voted at the annual meeting was 3,841,198. There were 1,981,510 votes cast for adoption of the Plan, 226,280 votes cast against, 29,171 abstentions, and 720,917 broker non-votes.
On August 9, 2006, the Corporation issued a press release regarding the Corporations financial condition as of June 30, 2006 and its results of operations for the six and three month periods then ended. The press release is furnished as Exhibit 99.1 to this Form 10-Q.
a) The following exhibits are included herein.
|
|
|
Exhibit No. |
|
Name |
|
|
|
31 |
|
Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Rules 13a-14(a) and 15d-14(a) of the Exchange Act) |
32 |
|
Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350) |
99.1 |
|
Press Release dated August 9, 2006 regarding the quarterly period ended June 30, 2006 |
25
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.
|
|
|
|
THE FIRST OF LONG ISLAND CORPORATION |
|
|
|
|
|
(Registrant) |
|
|
|
|
Date: August 4, 2006 |
By /s/ MICHAEL N. VITTORIO |
|
|
|
|
|
MICHAEL N. VITTORIO |
|
|
PRESIDENT & CHIEF EXECUTIVE OFFICER |
|
|
(principal executive officer) |
|
|
|
|
|
By /s/ MARK D. CURTIS |
|
|
|
|
|
MARK D. CURTIS |
|
|
SENIOR VICE PRESIDENT & TREASURER |
|
|
(principal financial and accounting officer) |
26
EXHIBIT INDEX
|
|
|
|
|
|
|
|
|
|
EXHIBIT |
|
DESCRIPTION |
|
EXHIBIT BEGINS |
|
|
|
|
|
|
|
28 |
||
|
|
|
|
|
|
|
30 |
||
|
|
|
|
|
|
Press Release dated August 9, 2006 regarding the |
|
31 |
27