UNITED STATES |
FORM 10-Q |
(Mark One) |
x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
For the quarterly period ended June 30, 2007 | |
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 25, 2007 | |
Common stock, $.10 par value | 7,517,138 |
|
THE FIRST OF LONG ISLAND CORPORATION |
PART I. | FINANCIAL INFORMATION | PAGE NO. | |||
---|---|---|---|---|---|
Item 1. | Financial Statements | ||||
Consolidated Balance Sheets (Unaudited) June 30, 2007 and December 31, 2006 | 1 | ||||
Consolidated Statements Of Income (Unaudited) Six and Three Months Ended June 30, 2007 and 2006 | 2 | ||||
Consolidated Statements Of Changes In Stockholders Equity (Unaudited) Six Months Ended June 30, 2007 and 2006 | 3 | ||||
Consolidated Statements Of Cash Flows (Unaudited) Six Months Ended June 30, 2007 and 2006 | 4 | ||||
Notes To Unaudited Consolidated Financial Statements | 5 | ||||
Item 2. | Managements Discussion and Analysis Of Financial Condition and Results Of Operations |
9 | |||
Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 18 | |||
Item 4. | Controls and Procedures | 21 | |||
PART II. | OTHER INFORMATION | ||||
Item 1. | Legal Proceedings | 22 | |||
Item 2. | Issuer Purchase of Equity Securities | 22 | |||
Item 4. | Submission of Matters to a Vote of Security Holders | 22 | |||
Item 5. | Other Information | 23 | |||
Item 6. | Exhibits | 23 | |||
SIGNATURES | 24 |
|
ITEM 1. FINANCIAL STATEMENTS |
CONSOLIDATED BALANCE SHEETS (UNAUDITED) |
June 30, 2007 |
December 31, 2006 |
|||||
---|---|---|---|---|---|---|
Assets: | ||||||
Cash and due from banks | $ | 37,180,000 | $ | 23,790,000 | ||
Federal funds sold | 34,000,000 | | ||||
Cash and cash equivalents | 71,180,000 | 23,790,000 | ||||
Investment securities: | ||||||
Held-to-maturity, at amortized cost (fair value of $205,028,000 and $216,845,000) |
208,431,000 | 218,330,000 | ||||
Available-for-sale, at fair value (amortized cost of $209,501,000 and $236,118,000) |
207,974,000 | 236,521,000 | ||||
416,405,000 | 454,851,000 | |||||
Loans: | ||||||
Commercial and industrial | 54,063,000 | 55,444,000 | ||||
Secured by real estate: | ||||||
Commercial mortgages | 151,896,000 | 138,225,000 | ||||
Construction loans | 6,948,000 | 9,752,000 | ||||
Residential mortgages | 180,036,000 | 173,757,000 | ||||
Home equity loans | 71,537,000 | 66,934,000 | ||||
Other | 7,276,000 | 4,835,000 | ||||
471,756,000 | 448,947,000 | |||||
Net deferred loan origination costs | 852,000 | 518,000 | ||||
472,608,000 | 449,465,000 | |||||
Allowance for loan losses | (4,091,000 | ) | (3,891,000 | ) | ||
468,517,000 | 445,574,000 | |||||
Bank premises and equipment, net | 9,629,000 | 8,695,000 | ||||
Prepaid income taxes | 357,000 | 240,000 | ||||
Deferred income tax benefits | 1,459,000 | 664,000 | ||||
Bank-owned life insurance | 10,932,000 | 10,709,000 | ||||
Other assets | 9,339,000 | 9,643,000 | ||||
$ | 987,818,000 | $ | 954,166,000 | |||
Liabilities: | ||||||
Deposits: | ||||||
Checking | $ | 335,892,000 | $ | 321,524,000 | ||
Savings and money market | 324,187,000 | 318,494,000 | ||||
Time, $100,000 and over | 168,929,000 | 139,085,000 | ||||
Time, other | 47,464,000 | 45,694,000 | ||||
876,472,000 | 824,797,000 | |||||
Securities sold under repurchase agreements | 9,781,000 | 28,143,000 | ||||
Accrued expenses and other liabilities | 4,024,000 | 5,665,000 | ||||
890,277,000 | 858,605,000 | |||||
Stockholders Equity: | ||||||
Common stock, par value $.10 per share: | ||||||
Authorized, 20,000,000 shares; | ||||||
Issued and outstanding, 7,574,992 and 3,793,575 shares | 757,000 | 379,000 | ||||
Surplus | 329,000 | 525,000 | ||||
Retained earnings | 98,083,000 | 95,122,000 | ||||
99,169,000 | 96,026,000 | |||||
Accumulated other comprehensive loss net of tax | (1,628,000 | ) | (465,000 | ) | ||
97,541,000 | 95,561,000 | |||||
$ | 987,818,000 | $ | 954,166,000 | |||
See notes to unaudited consolidated financial statements |
1 |
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) |
Six Months Ended June 30, | Three Months Ended June 30, | |||||||||||
2007 | 2006 | 2007 | 2006 | |||||||||
Interest income: | ||||||||||||
Loans | $ | 15,014,000 | $ | 12,929,000 | $ | 7,621,000 | $ | 6,760,000 | ||||
Investment securities: | ||||||||||||
Taxable | 6,442,000 | 7,169,000 | 3,066,000 | 3,588,000 | ||||||||
Nontaxable | 3,213,000 | 3,097,000 | 1,610,000 | 1,582,000 | ||||||||
Federal funds sold | 824,000 | 447,000 | 549,000 | 265,000 | ||||||||
25,493,000 | 23,642,000 | 12,846,000 | 12,195,000 | |||||||||
Interest expense: | ||||||||||||
Savings and money market deposits | 2,341,000 | 2,100,000 | 1,179,000 | 1,109,000 | ||||||||
Time deposits | 4,713,000 | 2,572,000 | 2,458,000 | 1,584,000 | ||||||||
Securities sold under repurchase agreements | 553,000 | 1,105,000 | 121,000 | 433,000 | ||||||||
7,607,000 | 5,777,000 | 3,758,000 | 3,126,000 | |||||||||
Net interest income | 17,886,000 | 17,865,000 | 9,088,000 | 9,069,000 | ||||||||
Provision for loan losses | 203,000 | 385,000 | 81,000 | 149,000 | ||||||||
Net interest income after provision for loan losses | 17,683,000 | 17,480,000 | 9,007,000 | 8,920,000 | ||||||||
Noninterest income: | ||||||||||||
Investment Management Division income | 927,000 | 879,000 | 478,000 | 428,000 | ||||||||
Service charges on deposit accounts | 1,396,000 | 1,571,000 | 709,000 | 761,000 | ||||||||
Net gains (losses) on sales of securities | 17,000 | (30,000 | ) | | (30,000 | ) | ||||||
Other | 580,000 | 573,000 | 274,000 | 249,000 | ||||||||
2,920,000 | 2,993,000 | 1,461,000 | 1,408,000 | |||||||||
Noninterest expense: | ||||||||||||
Salaries | 6,866,000 | 6,038,000 | 3,382,000 | 3,103,000 | ||||||||
Employee benefits | 2,017,000 | 2,439,000 | 1,027,000 | 1,235,000 | ||||||||
Occupancy and equipment expense | 2,203,000 | 2,006,000 | 1,095,000 | 993,000 | ||||||||
Other operating expenses | 2,747,000 | 2,788,000 | 1,408,000 | 1,428,000 | ||||||||
13,833,000 | 13,271,000 | 6,912,000 | 6,759,000 | |||||||||
Income before income taxes | 6,770,000 | 7,202,000 | 3,556,000 | 3,569,000 | ||||||||
Income tax expense | 1,302,000 | 1,601,000 | 716,000 | 775,000 | ||||||||
Net income | $ | 5,468,000 | $ | 5,601,000 | $ | 2,840,000 | $ | 2,794,000 | ||||
Weighted average: | ||||||||||||
Common shares | 7,593,859 | 7,671,860 | 7,591,691 | 7,658,064 | ||||||||
Dilutive stock options and restricted stock units | 87,424 | 92,086 | 80,802 | 91,710 | ||||||||
7,681,283 | 7,763,946 | 7,672,493 | 7,749,774 | |||||||||
Earnings per share: | ||||||||||||
Basic | $ .72 | $ .73 | $ .37 | $ .36 | ||||||||
Diluted | $ .71 | $ .72 | $ .37 | $ .36 | ||||||||
Cash dividends declared per share | $ .28 | $ .23 | $ .14 | $ .23 | ||||||||
See notes to unaudited consolidated financial statements |
2 |
Six Months Ended June 30, 2006 | ||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Surplus | Compre- hensive Income |
Retained Earnings |
Accumulated Other Compre- hensive Loss |
Total | ||||||||||||||||||
Common Stock | ||||||||||||||||||||||
Shares | Amount | |||||||||||||||||||||
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, including tax benefit |
2,325 | 55,000 | 55,000 | |||||||||||||||||||
Stock-based compensation | 21,000 | 21,000 | ||||||||||||||||||||
Cash dividends declared | (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 | ||||||||||||||||||||
See notes to unaudited consolidated financial statements |
3 |
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) |
Six Months Ended June 30, | ||||||
2007 | 2006 | |||||
Cash Flows From Operating Activities: | ||||||
Net income | $ | 5,468,000 | $ | 5,601,000 | ||
Adjustments to reconcile net income to net cash provided by operating activities: |
||||||
Provision for loan losses | 203,000 | 385,000 | ||||
Deferred income tax credit | (29,000 | ) | (152,000 | ) | ||
Depreciation and amortization | 788,000 | 682,000 | ||||
Premium amortization on investment securities, net | 206,000 | 181,000 | ||||
Net losses (gains) on sales of available-for-sale securities | (17,000 | ) | 30,000 | |||
Stock-based compensation expense | 287,000 | 21,000 | ||||
Accretion of cash surrender value on bank owned life insurance | (223,000 | ) | (202,000 | ) | ||
Increase in prepaid income taxes | (117,000 | ) | (186,000 | ) | ||
Decrease in other assets | 304,000 | 221,000 | ||||
Decrease in accrued expenses and other liabilities | (614,000 | ) | (643,000 | ) | ||
Decrease in income taxes payable | | (33,000 | ) | |||
Net cash provided by operating activities | 6,256,000 | 5,905,000 | ||||
Cash Flows From Investing Activities: | ||||||
Proceeds from sales of available-for-sale securities | 5,374,000 | 15,956,000 | ||||
Proceeds from maturities and redemptions of investment securities: | ||||||
Held-to-maturity | 22,412,000 | 24,649,000 | ||||
Available-for-sale | 47,532,000 | 49,501,000 | ||||
Purchase of investment securities: | ||||||
Held-to-maturity | (12,560,000 | ) | (4,943,000 | ) | ||
Available-for-sale | (26,431,000 | ) | (53,780,000 | ) | ||
Net increase in loans to customers | (23,146,000 | ) | (48,770,000 | ) | ||
Purchases of bank premises and equipment | (1,722,000 | ) | (1,353,000 | ) | ||
Purchase of bank-owned life insurance | | (2,500,000 | ) | |||
Net cash provided by (used in) investing activities | 11,459,000 | (21,240,000 | ) | |||
Cash Flows From Financing Activities: | ||||||
Net increase in total deposits | 51,675,000 | 57,091,000 | ||||
Net decrease in securities sold under repurchase agreements | (18,362,000 | ) | (21,759,000 | ) | ||
Exercise of stock options | 553,000 | 55,000 | ||||
Repurchase and retirement of common stock | (1,038,000 | ) | (1,238,000 | ) | ||
Cash dividends paid | (3,153,000 | ) | (1,731,000 | ) | ||
Net cash provided by financing activities | 29,675,000 | 32,418,000 | ||||
Net increase in cash and cash equivalents | 47,390,000 | 17,083,000 | ||||
Cash and cash equivalents, beginning of year | 23,790,000 | 24,603,000 | ||||
Cash and cash equivalents, end of period | $ | 71,180,000 | $ | 41,686,000 | ||
Supplemental Noncash Disclosures: | ||||||
Cash dividends payable | $ | 1,060,000 | $ | 1,719,000 |
The Corporation made interest payments of $7,339,000 and $5,580,000 and income tax payments of $1,395,000 and $1,966,000 during the first six months of 2007 and 2006, respectively. |
See notes to unaudited consolidated financial statements |
4 |
5 |
has used a five year vesting period and a ten year term for stock options granted under the 2006 Plan and has made the ability to convert RSUs into shares of common stock and the related conversion ratio contingent upon the financial performance of the Corporation in the third year of the three calendar year period beginning in the year in which the RSUs were awarded. 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 and, in accordance with the terms of the related award agreements, all awards granted to date under the 2006 Plan will become immediately exercisable or will immediately vest, as applicable, in the event of retirement or total and permanent disability, as defined, or death. 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 1,080,000 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 50,000. 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. Fair Value of Stock Option Awards. The fair value of options awarded in 2007 and 2006 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 is the implied yield at the time of grant on U.S. Treasury zero-coupon issues with a remaining term equal to the expected term of the options. |
2007 | 2006 | |||||
---|---|---|---|---|---|---|
Expected volatility | 25.24 | % | 25.11 | % | ||
Expected dividends | 2.06 | % | 2.09 | % | ||
Expected term (in years) | 6.7 | 6.7 | ||||
Risk-free interest rate | 4.53 | % | 5.07 | % |
The weighted average grant date fair value of options granted in 2007 and 2006 was $6.05 and $5.98, respectively. Fair Value of Restricted Stock Units. The fair value of restricted stock units is based on the market price of the shares underlying the awards on the grant date, discounted for dividends which are not paid on restricted stock units during the vesting period. Compensation Expense. Compensation expense for stock options is recognized ratably over the five-year vesting period or the period from the grant date to the participants eligible retirement date, whichever is shorter. Compensation expense for RSUs is recognized over the three-year performance period and adjusted periodically throughout the period to reflect the estimated probability of vesting. However, if the period between the grant date and the grantees eligible retirement date is less than three years, compensation |
6 |
expense is recognized ratably over this shorter period. The Corporation recorded compensation expense for share-based payments of $287,000 and recognized income tax benefits of $113,000 in the first six months of 2007. Compensation expense recorded in the first six months of 2006 was $21,000 with no related income tax benefit. Option Activity. On January 18, 2007 the Corporations board of directors granted 50,248 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. A summary of options outstanding under the Corporations stock compensation plans as of June 30, 2007 and changes during the six month period then ended is presented below. |
Number of Options |
Weighted- Average Exercise Price |
Weighted- Average Remaining Contractual Term (yrs.) |
Aggregate Intrinsic Value (in thousands) |
|||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|
Outstanding at January 1, 2007 | 529,968 | $ | 18.25 | |||||||||
Granted | 50,248 | 21.81 | ||||||||||
Exercised | (35,452 | ) | 14.13 | |||||||||
Forfeited or expired | (2,270 | ) | 21.29 | |||||||||
Outstanding at June 30, 2007 | 542,494 | $ | 18.84 | 6.52 | $ | 1,538 | ||||||
Exercisable at June 30, 2007 | 418,306 | $ | 18.13 | 5.72 | $ | 1,538 | ||||||
The total intrinsic value of options exercised during the first six months of 2007 and 2006 was $272,000 and $50,000, respectively. The total fair value of options vested during the first six months of 2007 and 2006 was $251,000 and $87,000, respectively. Restricted Stock Activity. On January 18, 2007, the Corporations Board of Directors granted RSUs under the 2006 Plan. The Corporations financial performance for 2009 will determine the number of shares of common stock, if any, into which the RSUs can be converted. In the table that follows, the number of shares granted represents the maximum number of shares into which the RSUs can be converted. A summary of the status of the Corporations nonvested shares as of June 30, 2007 and changes during the six month period then ended is presented below. |
Number of Shares |
Weighted- Average Grant-Date Fair Value |
|||||
---|---|---|---|---|---|---|
Nonvested at January 1, 2007 | | $ | | |||
Granted | 28,306 | 21.06 | ||||
Vested | | | ||||
Forfeited | | | ||||
Nonvested at June 30, 2007 | 28,306 | $ | 21.06 | |||
Unrecognized Compensation Cost. As of June 30, 2007, there was $837,000 of total unrecognized compensation cost related to nonvested equity awards. The cost is expected to be recognized over a weighted-average period of 1.50 years. Cash Received and Tax Benefits Realized. Cash received from option exercises for the six months ended June 30, 2007 and 2006 was $501,000 and $49,000, respectively. The actual tax benefit realized for the tax deductions from option exercises for the first six months of 2007 and 2006 was $52,000 and $6,000, respectively. |
7 |
Other. No cash was used to settle stock options during the first six months of 2007 or 2006. The Corporation uses newly issued shares for stock option exercises and currently plans to use newly issued shares upon the conversion of restricted stock units. 4. Earnings Per Share Options to purchase 316,062 and 175,272 shares of common stock were outstanding at June 30, 2007 and 2006, respectively, and for the quarterly periods then ended, but were not included in the computation of diluted earnings per share because to do so would have been antidilutive for those periods. 5. Defined Benefit Pension Plan The following table sets forth the components of net periodic pension cost for accounting purposes. |
Six Months Ended June 30, |
Three Months Ended June 30, |
|||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|
2007 | 2006 | 2007 | 2006 | |||||||||
(in thousands) | ||||||||||||
Service cost, net of plan participant contributions | $ | 435 | $ | 393 | $ | 217 | $ | 197 | ||||
Interest cost | 415 | 372 | 208 | 186 | ||||||||
Expected return on plan assets | (580 | ) | (501 | ) | (290 | ) | (251 | ) | ||||
Net amortization and deferral | 10 | 24 | 5 | 12 | ||||||||
$ | 280 | $ | 288 | $ | 140 | $ | 144 | |||||
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 has no minimum required contribution to the Plan for the plan year ending September 30, 2007, and its maximum tax deductible contribution is approximately $2,258,000. Subsequent to June 30, 2007, the Bank made a contribution of $1,000,000 to the Pension Plan for the Plan year ended September 30, 2007. In September 2006, the Bank contributed $1,087,431 to the Pension Plan representing the maximum tax deductible contribution for the Plan year ended September 30, 2006. 6. Adoption of New Accounting Pronouncement 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 on January 1, 2007 had no impact on the Corporations consolidated financial statements. The Corporation is subject to U.S. federal income tax as well as New York state income tax. The Corporation is not subject to examination by taxing authorities for years before 2003. The Corporation has no unrecognized tax benefits and does not currently expect to have any in the next twelve months. The Corporation recognizes interest and/or penalties related to income tax matters in income tax expense. The Corporation did not have any amounts accrued for interest and penalties at January 1, 2007. |
8 |
ITEM 2. | 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 (either directly or indirectly) subsidiaries, The First of Long Island Agency, Inc., FNY Service Corp., and The First of Long Island REIT, Inc. The consolidated entity is referred to as the Corporation and the Bank and its subsidiaries are collectively referred to as the Bank. The Banks primary service area is Nassau and Suffolk Counties, Long Island, although the Bank has three commercial banking branches in Manhattan and may open additional Manhattan branches in the future. Overview In the first six months of 2007, The First of Long Island Corporation earned $.71 per share versus $.72 for the same period last year. In the second quarter of 2007, earnings were $.37 per share versus $.36 for the same quarter last year. During the first quarter of this year, the Corporation announced a 2-for-1 stock split and a change in the frequency of its cash dividend from semiannually to quarterly. Thus far this year, the Corporation has experienced continued loan and deposit growth. Contributing to this growth were recent hires in the Banks lending and business development groups and branch openings, both in accordance with the Banks current strategic plan. Although these initiatives should constrain earnings in the near term, both are expected to have positive future impact. Also in accordance with its strategic plan, the Bank has been using runoff from its investment securities portfolio to fund a portion of its loan growth. This has been helpful to the Banks earnings in that it involves moving monies from lower to higher yielding asset categories. The current interest rate environment and competitive conditions in the Banks market area both pose challenges. The yield curve continues to be flat to inverted or, in other words, characterized by short-term interest rates that are as high or higher than intermediate and longer-term interest rates. This negatively impacts the Banks net interest spread, or the difference between what the Bank pays for deposits and earns on loans and securities, because short-term interest rates are a key driver of the Banks deposit rates and intermediate and longer-term interest rates are key drivers of yields that can be earned by the Bank on loans and securities. In addition to the unfavorable yield curve, strong competition for loans and deposits in the Banks market area has put upward pressure on deposit pricing, downward pressure on loan pricing and made core deposit growth challenging. Either a restoration of yield curve slope or a lessening of competition should improve earnings. The Bank has regulatory approval to open a branch in Suffolk County, Long Island in the town of Babylon. The Babylon branch is expected to open by the end of the year. |
9 |
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. |
Six Months Ended June 30, | ||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
2007 | 2006 | |||||||||||||||||
Average Balance |
Interest | Average Rate |
Average Balance |
Interest | Average Rate |
|||||||||||||
(dollars in thousands) | ||||||||||||||||||
Assets | ||||||||||||||||||
Federal funds sold | $ | 31,723 | $ | 824 | 5.24 | % | $ | 19,286 | $ | 447 | 4.67 | % | ||||||
Investment Securities: | ||||||||||||||||||
Taxable | 284,785 | 6,442 | 4.56 | 348,958 | 7,169 | 4.14 | ||||||||||||
Nontaxable (1) | 147,684 | 4,868 | 6.59 | 141,469 | 4,692 | 6.63 | ||||||||||||
Loans (1) (2) | 458,776 | 15,015 | 6.60 | 401,872 | 12,931 | 6.49 | ||||||||||||
Total interest-earning assets | 922,968 | 27,149 | 5.92 | 911,585 | 25,239 | 5.57 | ||||||||||||
Allowance for loan losses | (4,046 | ) | (3,473 | ) | ||||||||||||||
Net interest-earning assets | 918,922 | 908,112 | ||||||||||||||||
Cash and due from banks | 31,962 | 30,261 | ||||||||||||||||
Premises and equipment, net | 8,864 | 7,905 | ||||||||||||||||
Other assets | 19,011 | 18,433 | ||||||||||||||||
$ | 978,759 | $ | 964,711 | |||||||||||||||
Liabilities and Stockholders Equity |
||||||||||||||||||
Savings and money market deposits | $ | 322,338 | 2,341 | 1.46 | $ | 369,887 | 2,100 | 1.14 | ||||||||||
Time deposits | 204,674 | 4,713 | 4.64 | 135,148 | 2,572 | 3.84 | ||||||||||||
Securities sold under repurchase agreements |
23,895 | 553 | 4.67 | 50,536 | 1,105 | 4.41 | ||||||||||||
Total interest-bearing liabilities | 550,907 | 7,607 | 2.78 | 555,571 | 5,777 | 2.10 | ||||||||||||
Checking deposits | 327,245 | 314,084 | ||||||||||||||||
Other liabilities | 3,551 | 3,324 | ||||||||||||||||
881,703 | 872,979 | |||||||||||||||||
Stockholders equity | 97,056 | 91,732 | ||||||||||||||||
$ | 978,759 | $ | 964,711 | |||||||||||||||
Net interest income (1) | $ | 19,542 | $ | 19,462 | ||||||||||||||
Net interest spread (1) | 3.14 | % | 3.47 | % | ||||||||||||||
Net interest margin (1) | 4.27 | % | 4.31 | % | ||||||||||||||
(1) | Tax-equivalent basis. Interest income on a tax-equivalent basis includes the additional amount of interest
income that would have been earned if the Corporations investment in tax-exempt loans and investment
securities had been made in loans and investment securities subject to Federal income taxes yielding
the same after-tax income. The tax-equivalent amount of $1.00 of nontaxable income was $1.52 in each
period presented, based on a Federal income tax rate of 34%. |
(2) | For the purpose of these computations, nonaccruing loans are included in the daily average loan amounts outstanding. |
10 |
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, | ||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|
2007 Versus 2006 Increase (decrease) due to changes in: |
||||||||||||
Volume | Rate | Rate/ Volume (1) |
Net Change |
|||||||||
(in thousands) | ||||||||||||
Interest Income: | ||||||||||||
Federal funds sold | $ | 288 | $ | 54 | $ | 35 | $ | 377 | ||||
Investment securities: | ||||||||||||
Taxable | (1,318 | ) | 725 | (134 | ) | (727 | ) | |||||
Nontaxable | 206 | (29 | ) | (1 | ) | 176 | ||||||
Loans | 1,831 | 222 | 31 | 2,084 | ||||||||
Total interest income | 1,007 | 972 | (69 | ) | 1,910 | |||||||
Interest Expense: | ||||||||||||
Savings and money market deposits | (270 | ) | 586 | (75 | ) | 241 | ||||||
Time deposits | 1,323 | 540 | 278 | 2,141 | ||||||||
Securities sold under repurchase agreements | (583 | ) | 65 | (34 | ) | (552 | ) | |||||
Total interest expense | 470 | 1,191 | 169 | 1,830 | ||||||||
Increase (decrease) in net interest income |
$ | 537 | $ | (219 | ) | $ | (238 | ) | $ | 80 | ||
(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 $80,000 from $19,462,000 for the first six months of 2006 to $19,542,000 for the same period this year. The most significant reason for the growth in net interest income was an increase of 35 basis points in the overall yield on interest-earning assets resulting largely from loan growth and a 100 basis point increase in the Banks prime lending rate that occurred in the first half of 2006. The loan growth occurred as management used funds from deposit growth and securities runoff to increase the size of the Banks loan portfolio and thereby improve its current and future earnings prospects. Total loans grew by $43.4 million, or 10.1%, from $429.2 million at June 30, 2006 to $472.6 million at June 30, 2007. Loans now represent 47.8% of total assets and 53.9% of total deposits versus 43.8% of total assets and 50.8% of total deposits at June 30, 2006. The higher yield on interest-earning assets resulted in an increase in net interest income 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 six months of 2007 to the same period last year, average checking deposits grew by approximately $13.2 million, or 4.2%. A significant portion of the Banks interest-earning assets continues to be funded by such deposits. |
11 |
As a partial offset to the increase in net interest income realized on interest-earning assets funded by checking deposits and capital, the Banks net interest spread declined by 33 basis points thus causing a decrease in net interest income on those interest-earning assets funded by interest-bearing liabilities. Net interest spread declined in the presence of a yield curve characterized by short-term interest rates that were as high or higher than intermediate and longer-term interest rates. This negatively impacted the Banks net interest spread because short-term interest rates are a key driver of the Banks deposit rates and intermediate and longer-term interest rates are key drivers of yields that can be earned by the Bank on loans and securities. Net interest spread was also negatively impacted by increased competition for loans and deposits in the Banks market area which put upward pressure on deposit pricing, downward pressure on loan pricing and made core deposit growth challenging. With upward pressure on deposit pricing, funds migrated from the Banks lower yielding savings and money market products to its higher priced savings and money market products and competitively priced certificates of deposit. 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 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 |
12 |
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, 2007 and December 31, 2006 are as follows: |
June 30, 2007 |
December 31, 2006 |
|||||
---|---|---|---|---|---|---|
(dollars in thousands) | ||||||
Nonaccruing loans | $ | 121 | $ | 135 | ||
Loans past due 90 days or more as to principal or interest payments and still accruing |
154 | 50 | ||||
Foreclosed real estate | | | ||||
Total nonperforming assets | 275 | 185 | ||||
Troubled debt restructurings | | | ||||
Total risk elements | $ | 275 | $ | 185 | ||
Nonaccruing loans as a percentage of total loans | .03 | % | .03 | % | ||
Nonperforming assets as a percentage of total loans and foreclosed real estate |
.06 | % | .04 | % | ||
Risk elements as a percentage of total loans and foreclosed real estate |
.06 | % | .04 | % | ||
13 |
Allowance and Provision for Loan Losses The allowance for loan losses grew by $200,000 during the first six months of 2007, amounting to $4,091,000 at June 30, 2007 as compared to $3,891,000 at December 31, 2006. The allowance represented approximately ..9% of total loans at each date. During the first six months of 2007 the Bank had loan chargeoffs and recoveries of $4,000 and $1,000, respectively, and recorded a $203,000 provision for loan losses. The provision for loan losses decreased by $182,000 when comparing the first six months of 2007 to the same period last year primarily as a result of greater loan growth in the first six months of 2006. The allowance for loan losses is an amount that management currently believes will be adequate to absorb probable incurred losses 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 those 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, 2007. 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, despite recent declines, real estate values have grown significantly. Such conditions and values could deteriorate in the future, and such deterioration could be substantial. If this were to occur, some of the Banks borrowers may 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. 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. Noninterest income decreased by $73,000, or 2.4%, when comparing the first six months of 2007 to the same period last year. The decrease is principally due to a decrease in service charges on deposit accounts of $175,000, as partially offset by a $48,000 increase in Investment Management Division income. Service charge income decreased primarily as a result of reductions in maintenance and activity charges and the volume of returned checks. Service charge income continues to be negatively impacted by increased |
14 |
competition in the Banks market area and the maintenance of higher deposit balances by customers. 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 $562,000, or 4.2%, from $13,271,000 for the first six months of 2006 to $13,833,000 for the current six-month period. The increase is primarily comprised of an increase in salaries of $828,000, or 13.7% and an increase in occupancy and equipment expense of $197,000, or 9.8%, as partially offset by a decrease in employee benefits expense of $422,000, or 17.3%. In addition to normal annual salary adjustments, the increase in salaries expense principally resulted from the increases in lending and business development staff and, to a lesser extent, an increase in stock-based compensation expense. A significant reason for the increase in stock-based compensation expense is the timing and nature of equity awards. The increase in occupancy and equipment expense is largely attributable to the opening of the Smithtown branch in the fourth quarter of 2006 and investments in new technology. The decrease in employee benefits expense is primarily the result of the discontinuation of profit sharing contributions beginning in 2007 and a reduction in the cost of the Banks supplemental executive retirement program (SERP). SERP expense is down partially because of a reduction in the number of SERP plan participants. Income tax expense as a percentage of book income (effective tax rate) was 19.2% for the first six months of 2007 as compared to 22.2% for the same period last year. The decrease in the effective tax rate is primarily due to the fact that tax-exempt income is a larger portion of pre-tax income in 2007 than it was in 2006. Results of Operations Three Months Ended June 30, 2007 Versus June 30, 2006 Net income for the second quarter of 2007 was $2,840,000, or $.37 per share, as compared to $2,794,000, or $.36 per share, for the same quarter last year. The largest components of the increase in net income are a decrease in employee benefits expense of $208,000, a decrease in the provision for loan losses of $68,000, an increase in Investment Management Division income of $50,000, and a decrease in the Corporations effective tax rate from 21.7% in the second quarter of 2006 to 20.1% for the current quarter. The impact of these items was offset by a $279,000 increase in salaries and a $102,000 increase in occupancy and equipment expense. The reasons for these variances are substantially 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 Banks total risk-based capital, Tier 1 risk-based capital and Tier 1 leverage capital ratios of 21.21%, 20.33% and 9.69%, respectively, at June 30, 2007 substantially exceed the requirements for a well-capitalized bank. The Corporation (on a consolidated basis) is subject to minimum risk-based and leverage capital requirements, which the Corporation substantially exceeds as of June 30, 2007. Total stockholders equity increased by $1,980,000, from $95,561,000 at December 31, 2006 to $97,541,000 at June 30, 2007. The increase is largely attributable to net |
15 |
income of $5,468,000, as largely offset by $2,127,000 in cash dividends declared, $1,163,000 in unrealized losses on available-for-sale securities and $1,038,000 spent for share repurchases. Also contributing to the increase, but to a much lesser extent, are proceeds from the exercise of stock options and stock-based compensation. 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, 2007 was 635,303 shares, 2.4% of which resulted from open market purchases by the Corporation under its share repurchase program. Russell Microcap Index. Frank Russell Company 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 $300.9 million, the median market capitalization is $260.1 million, the capitalization of the largest company in the index is $711.4 million, and the capitalization of the smallest company in the index is $78.6 million. The Corporations market capitalization as of June 30, 2007 was approximately $158 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 2007, the Corporations cash and cash equivalent position increased by $47,390,000. The increase occurred primarily because cash provided by deposit growth, securities runoff and operations exceeded the cash needed to grow loans and used to |
16 |
repay borrowings under repurchase agreements. The Corporation has allowed its cash and cash equivalent position to grow in order to be able to fund outstanding credit requests. Commitments to extend credit amounted to $116,647,000 at June 30, 2007 and $78,189,000 at December 31, 2006. These amounts include unused home equity lines of $65,790,000 and $55,517,000 at June 30, 2007 and December 31, 2006, respectively. 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, 2007, the Bank had an overnight federal funds sold position of $34,000,000 and an available-for-sale securities portfolio of $207,974,000. The Bank is a member of the Federal Home Loan Bank of New York (FHLB) and has repurchase agreements in place with a number of brokerage firms and commercial banks. In addition to customer deposits, the Banks primary external sources of liquidity are secured borrowings in the form of FHLB advances and repurchase agreements. However, neither the Banks FHLB membership nor the repurchase agreements represent legal commitments on the part of the FHLB or repurchase agreement counterparties to extend credit to the Bank. The amount that the Bank can potentially borrow from these parties is dependent on, among other things, the amount of unencumbered eligible securities that the Bank can use as collateral. At June 30, 2007, the Bank has unencumbered eligible securities collateral of approximately $176 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 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 28% 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. Impact of Not Yet Effective Authoritative Accounting Pronouncements In September 2006, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards No. 157 Fair Value Measurements (SFAS No. 157). This statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. SFAS No. 157 is effective for financial statements issued |
17 |
for fiscal years beginning after November 15, 2007. Management is currently evaluating the impact of SFAS No. 157 on the Corporations consolidated financial statements. In September 2006, the FASB Emerging Issues Task Force finalized Issue No. 06-4, Accounting for Deferred Compensation and Postretirement Benefit Aspects of Endorsement Split-Dollar Life Insurance Arrangements (EITF 06-4). This issue requires that a liability be recorded during the service period when a split-dollar life insurance agreement continues after employment terminates. Depending on the contractual terms of the split-dollar agreement, the required accrued liability will be based on either the post-employment benefit cost for the continuing life insurance or the future death benefit. EITF 06-4 is effective for fiscal years beginning after December 15, 2007. The adoption of EITF 06-4 is not expected to impact the Corporations consolidated financial statements. In February 2007, the FASB issued Statement of Financial Accounting Standards No. 159 The Fair Value Option for Financial Assets and Financial Liabilities - Including an amendment of FASB Statement No. 115 (SFAS No. 159). SFAS No. 159 permits entities to choose to measure certain financial assets and financial liabilities at fair value. The objective is to improve financial reporting by providing entities with the opportunity to mitigate volatility in reported earnings caused by measuring related assets and liabilities differently without having to apply complex hedge accounting provisions. SFAS No. 159 is effective as of the beginning of an entitys first fiscal year that begins after November 15, 2007. Management is currently evaluating whether or not the fair value option will be applied to any of the Corporations financial assets or financial liabilities. |
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. 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 |
18 |
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. 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, 2007 arrived at by discounting estimated |
19 |
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, 2008 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, 2007 and net interest income on a tax-equivalent basis for the year ending June 30, 2008 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, while rates on all of the Banks interest earning assets could drop by 100 or 200 basis points, rates on a number of its deposit products could not because they are priced at or below 100 basis points. 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. |
Net Portfolio Value at June 30, 2007 |
Net Interest Income Year Ending June 30, 2008 |
|||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|
Rate Change Scenario | Amount | Percent Change From Base Case |
Amount | Percent Change From Base Case |
||||||||
(dollars in thousands) | ||||||||||||
+ 200 basis point rate shock | $ | 76,162 | (16.6 | )% | $ | 34,425 | (13.8 | )% | ||||
+ 100 basis point rate shock | 83,416 | (8.6 | ) | 37,187 | (6.9 | ) | ||||||
Base case (no rate change) | 91,276 | | 39,948 | | ||||||||
- 100 basis point rate shock | 99,797 | 9.3 | 42,389 | 6.1 | ||||||||
- 200 basis point rate shock | 109,045 | 19.5 | 43,606 | 9.2 |
20 |
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. |
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PART II. | OTHER INFORMATION |
Period | Total Number of Shares Purchased |
Average Price Paid Per Share |
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(1) |
Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs(1) |
||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|
April 1, 2007 to April 30, 2007 | 6,684 | $ | 22.04 | 6,684 | 184,606 | |||||||
May 1, 2007 to May 31, 2007 | 38,524 | $ | 21.77 | 38,524 | 146,082 | |||||||
June 1, 2007 to June 30, 2007 | 2,402 | $ | 21.65 | 2,402 | 143,680 |
(1) | All shares purchased by the Corporation under its stock repurchase program in the second quarter of 2007 were purchased under a 300,000 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. |
Directors Elected At Annual Meeting |
Number of Votes | ||||||
---|---|---|---|---|---|---|---|
Cast For | Withheld | ||||||
Howard Thomas Hogan Jr. | 3,136,467 | 142,695 | |||||
J. Douglas Maxwell Jr. | 3,149,167 | 129,995 | |||||
Walter C. Teagle III | 3,137,142 | 142,020 | |||||
Michael N. Vittorio | 3,136,827 | 142,335 |
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The name of each Class II director whose term of office as a director continued after the annual meeting is as follows: |
Name | Term as Director Expires |
||
Allen E. Busching | 2008 | ||
Paul T. Canarick | 2008 | ||
Alexander L. Cover | 2008 | ||
Beverly Ann Gehlmeyer | 2008 | ||
William H. J. Hoefling | 2008 | ||
Stephen V. Murphy | 2008 | ||
On August 7, 2007, the Corporation issued a press release regarding the Corporations financial condition as of June 30, 2007 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 | ||
32 | ||
99.1 |
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SIGNATURES |
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 2, 2007 | 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) |
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EXHIBIT | DESCRIPTION | EXHIBIT BEGINS ON PAGE NO. |
||||||
---|---|---|---|---|---|---|---|---|
31 | Certification by Chief Executive Officer and | 26 | ||||||
Chief Financial Officer In Accordance With Section | ||||||||
302 Of The Sarbanes-Oxley Act of 2002 | ||||||||
32 | Certification by Chief Executive Officer and | 28 | ||||||
Chief Financial Officer In Accordance With Section | ||||||||
906 Of The Sarbanes-Oxley Act of 2002 | ||||||||
99.1 | Press Release dated August 7, 2007 regarding the | 29 | ||||||
six and three month periods ending June 30, 2007 |
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