Form 8-K BROOKLINE BANCORP INC For: Oct 29

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): �October 29, 2014

______________________________

BROOKLINE BANCORP, INC.
(Exact name of registrant as specified in its charter)

Not applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

� Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

� Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

� Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

� Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. ����Results of Operations and Financial Condition, Declaration of Dividend

On October 29, 2014, Brookline Bancorp, Inc. (the Company) issued a press release announcing its earnings for the quarter ended September 30, 2014.��Additionally, the Company announced the approval by its Board of Directors of a regular quarterly dividend of $0.085 per share payable on November 28, 2014 to stockholders of record on November 14, 2014.��A copy of the press release is furnished as Exhibit 99.1 and incorporated herein by reference.

Item 8.01. ����Other Events.

On October 29, 2014, the Board of Directors of the Company approved a stock repurchase program of up to $10 million of total outstanding shares of the Companys common stock over a period of fourteen months ending on December 31, 2015. The shares may be repurchased from time to time in open market or negotiated transactions at prevailing market prices in accordance with federal securities laws.��The Company announced the stock repurchase program in its press release announcing its earnings for the quarter ended September 30, 2014.��A copy of the press release is furnished as Exhibit 99.1 and incorporated herein by reference.

Item 9.01. ����Financial Statements and Exhibits

99.1������Press release of Brookline Bancorp, Inc. issued October 29, 2014.

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 hereunto duly authorized.

EXHIBIT INDEX

The following exhibits are furnished as part of this report:

Exhibit 99.1

Brookline Bancorp Announces Third Quarter Results

Net Income of $11.6 million, EPS of $0.17

$10 million Stock Repurchase Program

BOSTON--(BUSINESS WIRE)--October 29, 2014--Brookline Bancorp, Inc. (NASDAQ: BRKL) (the Company) today announced net income of $11.6 million, or $0.17 per basic and diluted share, for the third quarter of 2014, compared to $10.0 million, or $0.14 per basic and diluted share, for the second quarter of 2014.

During the third quarter of 2014, the Company recorded $1.4 million in other income due to a settlement payment from an insurance carrier in relation to a 2012 litigation. Excluding this item, net income would have been $0.15 per basic and diluted share.

Paul Perrault, President and Chief Executive Officer of Brookline Bancorp, Inc., stated: "Thanks to our driven colleagues and our customer focused culture, I am pleased to announce that Brookline Bancorp delivered another excellent quarter with solid loan and deposit growth, as well as strong earnings and returns to our shareholders. The Company will continue to encounter fierce competition, but I am confident that the Company is poised to finish the year strong.

BALANCE SHEET

Total assets of $5.7 billion at September�30, 2014 increased $130.5 million from June�30, 2014, and increased $392.9 million from December�31, 2013. The growth in total assets was driven by growth in the loan portfolio. At September�30, 2014, total loans and leases were $4.7 billion, representing an increase of $132.1 million from June�30, 2014, and an increase of $373.6 million from December�31, 2013. During the third quarter of 2014, total loans and leases grew 11.5 percent on an annualized basis. At September�30, 2014, the commercial real estate and commercial loan and lease portfolios totaled $3.5 billion, or 74.4 percent of total loans and leases, as compared to $3.4 billion, or 73.7 percent at June�30, 2014, and $3.2 billion, or 72.6 percent at December�31, 2013. Strong loan growth continued in our total commercial real estate and commercial loan and lease portfolios, which increased $133.0 million during the third quarter of 2014, or 15.7 percent on an annualized basis.

Cash, cash equivalents, and investment securities increased $7.4 million to $616.2 million, or 10.8 percent of total assets at September�30, 2014, as compared to $608.8 million, or 10.9 percent of total assets at June�30, 2014, and increased $30.8 million from $585.4 million, or 11.0 percent of total assets at December�31, 2013.

Total deposits of $3.9 billion at September�30, 2014 increased $28.1 million from June�30, 2014, and increased $54.2 million from December�31, 2013. Core deposits, which consist of demand checking, NOW, savings, and money market accounts, increased at a 2.8 percent annualized rate in the third quarter of 2014. The core deposit ratio remained constant at 76.7 percent at September�30, 2014 and June�30, 2014.

Total borrowings at September�30, 2014 were $1.1 billion, an increase of $91.9 million as compared to June�30, 2014, and an increase of $320.3 million as compared to December�31, 2013. During the three months ended September�30, 2014, the Company issued $75.0 million of 6.0% fixed-to-floating subordinated notes due September 15, 2029.

The ratio of stockholders equity to total assets was 11.06 percent at September�30, 2014, as compared to 11.23 percent at June�30, 2014 and 11.53 percent at December�31, 2013. The ratio of tangible stockholders equity to tangible assets was 8.63 percent at September�30, 2014, as compared to 8.73 percent at June�30, 2014 and 8.88 percent at December�31, 2013.

NET INTEREST INCOME

Net interest income increased $0.9 million to $47.3 million during the third quarter of 2014 from the linked quarter. The increase of $1.3 million in interest income from loans and leases was driven by an increase of $2.1 million due to volume offset by a decrease of $0.8 million due to lower interest rates. The increase in interest income from loans and leases was offset by a $0.3 million increase in interest expense from borrowed funds, primarily due to additional interest expense on the newly issued subordinated notes. The net interest margin decreased 7 basis points to 3.54 percent for the three months ended September�30, 2014.

PROVISION FOR LOAN LOSSES

The Company recorded a provision for loan and lease losses of $1.9 million for the quarter ended September�30, 2014, compared to $2.2 million during the second quarter of 2014. The decrease of $0.3 million quarter over quarter is due to an improvement in the credit characteristics of the equipment financing portfolio, partially offset by additional reserves required for the deterioration in the acquired portfolio and loan growth during the quarter.

Net charge-offs increased slightly to $0.8 million for the third quarter of 2014 compared to $0.7 million for the second quarter of 2014. The ratio of net charge-offs to average loans on an annualized basis remained constant at 0.07 percent for the third and second quarter of 2014.

The allowance for loan losses represented 1.12 percent of total loans and leases at September�30, 2014 and June�30, 2014. The allowance for loan losses related to originated loans and leases as a percentage of originated loans and leases was 1.26 percent at September�30, 2014, compared to 1.31 percent at June�30, 2014 due to improved credit quality slightly offset by loan volume.

NON-INTEREST INCOME

Non-interest income for the quarter ended September�30, 2014 increased $2.4 million to $5.7 million from the linked quarter. The increase was largely driven by a litigation settlement of $1.4 million, an increase in the loan fees of $0.5 million from back-to-back interest-rate swaps and an increase of $0.5 million in the gain on sales of loans and leases held-for sale.

NON-INTEREST EXPENSE

Non-interest expense for the quarter ended September�30, 2014 increased $0.7 million to $31.9 million from the linked quarter, principally driven by a $0.6 million increase in Supplemental Employee Retirement Plan expense due to a decrease in the discount rate.

RETURNS ON AVERAGE ASSETS AND AVERAGE EQUITY

The return on average assets increased during the third quarter of 2014 to 0.82 percent at September�30, 2014 from 0.73 percent for the second quarter of 2014. The return on average tangible assets increased to 0.84 percent for the third quarter of 2014 from 0.75 percent for the second quarter of 2014.

The return on average stockholders' equity increased during the third quarter of 2014 to 7.32 percent from 6.37 percent for the second quarter of 2014. The return on average tangible stockholders equity increased to 9.66 percent for the third quarter of 2014 from 8.44 percent for the second quarter of 2014.

ASSET QUALITY

Nonperforming loans and leases increased $0.2 million during the third quarter of 2014 to $17.3 million at September�30, 2014 from the linked quarter. The ratio of nonperforming loans and leases to total loans and leases remained unchanged at 0.37 percent at September�30, 2014 from the linked quarter. Nonperforming assets also increased $1.4 million during the third quarter of 2014 to $19.8 million, or 0.35 percent of total assets, at September�30, 2014 from the linked quarter.

DIVIDEND DECLARED

The Companys Board of Directors approved a dividend of $0.085 per share. The dividend will be paid on November 28, 2014 to shareholders of record on November 14, 2014.

STOCK REPURCHASE

On October 29, 2014, the Board of Directors of the Company approved a stock repurchase program of up to $10.0 million of total outstanding shares of the Companys common stock over a period of fourteen months ending on December 31, 2015. The shares may be repurchased from time to time in open market or negotiated transactions at prevailing market prices in accordance with federal securities laws.

CONFERENCE CALL

The Company will conduct a conference call/webcast at 1:30 PM Eastern Standard Time on Thursday, October 30, 2014 to discuss the results for the quarter, business highlights and outlook. The call can be accessed by dialing 877-504-4120 (United States) or 412-902-6650 (internationally). A recorded playback of the call will be available for one week following the call at 877-344-7529 (United States) or 412-317-0088 (internationally). The passcode for the playback is 10053487. The call will be available live and in a recorded version on the Companys website under Investor Relations at www.brooklinebancorp.com.

ABOUT BROOKLINE BANCORP, INC.

Brookline Bancorp, Inc., a bank holding company with approximately $5.7 billion in assets and branch locations in Massachusetts and Rhode Island, is headquartered in Boston, Massachusetts and operates as the holding company for Brookline Bank, Bank Rhode Island, and First Ipswich Bank. The Company provides commercial and retail banking services and cash management and investment services to customers throughout Central New England. More information about Brookline Bancorp, Inc. and its banks can be found at the following websites: www.brooklinebank.com, www.bankri.com, and www.firstipswich.com.

FORWARD-LOOKING STATEMENTS

Certain statements contained in this press release that are not historical facts may constitute forward-looking statements within the meaning of Section�27A of the Securities Act of 1933, as amended, and Section�21E of the Securities Exchange Act of 1934, as amended, and are intended to be covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties. The Companys actual results could differ materially from those projected in the forward-looking statements as a result of, among others, the risks outlined in the Companys Annual Report on Form 10-K, as updated by its Quarterly Reports on Form 10-Q and other filings submitted to the Securities and Exchange Commission ("SEC"). The Company does not undertake any obligation to update any forward-looking statement to reflect circumstances or events that occur after the date the forward-looking statements are made.

BASIS OF PRESENTATION

The Company's consolidated financial statements have been prepared in conformity with generally accepted accounting principles (GAAP) as set forth by the Financial Accounting Standards Board in its Accounting Standards Codification and through the rules and interpretive releases of the SEC under the authority of federal securities laws. Certain amounts previously reported have been reclassified to conform to the current period's presentation.

NON-GAAP FINANCIAL MEASURES

The Company uses certain non-GAAP financial measures, such as the allowance for loan and lease losses related to originated loans and leases as a percentage of originated loans and leases, tangible book value per common share and tangible stockholders equity to tangible assets, return on average tangible assets and return on average tangible stockholders' equity. These non-GAAP financial measures provide information for investors to effectively analyze financial trends of ongoing business activities, and to enhance comparability with peers across the financial services sector. A detailed reconciliation table of the Company's GAAP to the non-GAAP measures is attached.

CONTACT:
Brookline Bancorp, Inc.
Carl M. Carlson, 617-425-5331
Chief Financial Officer and Treasurer
[email protected]