Form 8-K OCEANFIRST FINANCIAL For: Jan 21

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): January 21, 2016

 

 

OCEANFIRST FINANCIAL CORP.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		001-11713		22-3412577
(State or other jurisdiction of incorporation or organization)		(Commission File No.)		(IRS Employer Identification No.)

975 HOOPER AVENUE, TOMS RIVER, NEW JERSEY 08753

(Address of principal executive offices, including zip code)

(732)240-4500

(Registrant’s telephone number, including area code)

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:

 

¨	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 140.13e-4(c))

 

 

 

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ITEM 2.02

RESULTS OF OPERATION AND FINANCIAL CONDITION

On January 21, 2016, OceanFirst Financial Corp. (the “Company”) issued a press release announcing its financial results for the quarter ended December 31, 2015. That press release is attached to this Report as Exhibit 99.1

 

ITEM 8.01

OTHER EVENTS

In the press release described in Item 2.02, the Company announced that the Board of Directors declared a regular quarterly cash dividend on the Company’s outstanding common stock. The cash dividend will be in the amount of $0.13 per share and will be payable on February 12, 2016 to the stockholders of record at the close of business on February 1, 2016.

The Company also announced that its Annual Meeting of Stockholders will be held on Thursday, June 2, 2016 at 10:00 a.m. Eastern time, at Jack Baker’s Lobster Shanty located at 83 Channel Drive, Point Pleasant Beach, New Jersey. The record date for stockholders to vote at the Annual Meeting is April 11, 2016.

 

ITEM 9.01

FINANCIAL STATEMENTS AND EXHIBITS

 

(d)

EXHIBITS

 

99.1		Press Release dated January 21, 2016.

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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 hereunto duly authorized.

 

Dated: January 22, 2016

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Exhibit Index

 

Exhibit		Description
99.1		Press Release dated January 21, 2016.

Exhibit 99.1

Company Contact:

Michael J. Fitzpatrick

Chief Financial Officer

OceanFirst Financial Corp.

Tel: (732) 240-4500, ext. 7506

Fax: (732) 349-5070

Email: [email protected]

FOR IMMEDIATE RELEASE

OCEANFIRST FINANCIAL CORP.

ANNOUNCES QUARTERLY AND ANNUAL

FINANCIAL RESULTS

TOMS RIVER, NEW JERSEY, January 21, 2016…OceanFirst Financial Corp. (NASDAQ:“OCFC”), (the “Company”), the holding company for OceanFirst Bank (the “Bank”), today announced that diluted earnings per share increased to $0.31 for the quarter ended December 31, 2015, as compared to $0.30 for the corresponding prior year quarter. For the year ended December 31, 2015, diluted earnings per share increased to $1.21, as compared to $1.19 for the prior year.

On July 31, 2015, the Company completed its acquisition of Colonial American Bank (“Colonial”), which added $142.4 million to assets, $121.2 million to loans, and $123.3 million to deposits. The results of operations for the quarter and year ended December 31, 2015 included non-recurring merger related expenses which decreased net income, net of tax benefit, by $441,000 and $1.3 million, respectively. Excluding these items, core earnings for the quarter and year ended December 31, 2015 were $5.7 million, or $0.33 per diluted share, and $21.6 million, or $1.29 per diluted share, respectively. (Please refer to the Non-GAAP Reconciliation table at the end of this document for details on the earnings impact of non-recurring merger related expenses.)

 

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Highlights for the quarter are described below.

 

•

Commercial loans outstanding increased $29.8 million, an annualized growth rate of 12.8%, the tenth consecutive quarter of double digit percentage growth. Over the last year, commercial loans outstanding increased $155.2 million, or 21.1%, excluding Colonial.

 

•

Net interest margin improved to 3.37%, as compared to 3.26% in the trailing quarter and 3.27% in the prior year quarter.

 

•

On January 5, 2016, the Company announced it had entered into a definitive agreement and plan of merger pursuant to which Cape Bancorp, Inc. will merge with and into OceanFirst in a transaction valued at approximately $208.1 million. Cape is one of Southern New Jersey’s largest community banks with 22 full-service banking centers, five loan offices and approximately $1.6 billion in total assets, $1.3 billion in total deposits and $1.1 billion in gross loans.

Chief Executive Officer and President Christopher D. Maher commented, “The Company delivered another quarter of solid earnings with the commercial loan team again providing strong organic growth and double-digit increases.” Mr. Maher added; “We are pleased to also report strong net interest margin in the fourth quarter as a driving contributor of our performance.”

The Company also announced that the Board of Directors declared its seventy-sixth consecutive quarterly cash dividend on common stock. The dividend for the quarter ended December 31, 2015 of $0.13 per share will be paid on February 12, 2016 to stockholders of record on February 1, 2016.

 

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With strong loan portfolio growth, the Bank is focused on expanding its funding sources. The Bank opened an additional branch in Jackson Township, Ocean County, in the third quarter. The branch operates with a smaller staff by handling sales and complex service transactions with universal bankers, while routine teller transactions are handled through “Personal Teller Machines”. Also, during the quarter the Bank opened a Remote Service Unit utilizing a Personal Teller Machine and an adjacent Deposit Production Office in an active adult community in Ocean County. Additionally, on July 31, 2015, the Bank executed an agreement to purchase an existing retail branch with total deposits of $24.6 million and core deposits (all deposits except time deposits) of $20.2 million located in the Toms River market. The purchase has received regulatory approval and is expected to close at the end of the first quarter of 2016.

Results of Operations

Net income for the quarter ended December 31, 2015 was $5.2 million, or $0.31 per diluted share, as compared to net income of $4.9 million, or $0.30 per diluted share, for the corresponding prior year period. For the year ended December 31, 2015 net income totaled $20.3 million, or $1.21 per diluted share, as compared to net income of $19.9 million, or $1.19 per diluted share for the prior year. Net income for the quarter and year ended December 31, 2015 includes non-recurring merger related expenses, net of tax benefit, of $441,000 and $1.3 million, respectively, which reduced diluted earnings per share by $0.02 and $0.08, respectively. Excluding the non-recurring merger related expenses, the increases in diluted earnings per share over the previous year periods were primarily due to higher net interest income and lower provisions for loan losses, partly offset by a reduction in other income and higher operating expenses.

 

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Net interest income for the quarter and the year ended December 31, 2015 increased to $20.7 million and $76.8 million, respectively, as compared to $18.0 million and $72.3 million, respectively, for the same prior year periods, reflecting an increase in interest-earning assets, and a net interest margin that was higher for the quarter, but lower for the year. Average interest-earning assets increased $250.9 million and $160.2 million, respectively, for the quarter and year ended December 31, 2015, as compared to the same prior year periods. Both of the current year periods were favorably impacted by the interest-earning assets acquired from Colonial, which averaged $116.6 million and $51.2 million, respectively, for the quarter and year ended December 31, 2015. Average loans receivable, net, increased $325.3 million and $222.7 million, respectively, for the quarter and year ended December 31, 2015, as compared to the same prior year periods. The increases attributable to Colonial were $106.6 million and $46.8 million for the quarter and the year, respectively. The net interest margin increased to 3.37% from 3.27% for the quarter ended December 31, 2015, as compared to the same prior year period. The net interest margin decreased to 3.28% from 3.31% for the year ended December 31, 2015, as compared to the prior year. The yield on average interest-earning assets increased to 3.77% and 3.66%, respectively, for the quarter and year ended December 31, 2015, as compared to 3.64% and 3.65%, respectively, for the same prior year periods. The yield on average interest-earning assets and the net interest margin for the quarter and year ended December 31, 2015 benefited from $201,000 and $262,000, respectively, in loan prepayment fees, as compared to $77,000 and $155,000, respectively, in the prior year periods. The cost of average interest-bearing liabilities increased to 0.50% and 0.48% for the quarter and year ended December 31, 2015, respectively, as compared to 0.45% and 0.42%, respectively, in the prior year periods. In anticipation of a rising interest rate environment, the Company has extended its borrowed funds into higher-costing longer-term maturities. Since December 31, 2013, the Bank has extended $197.4 million of short-term funding into 3-5 year maturities, extending the weighted average maturity of term borrowings from 1.3 years to 3.1 years at December 31, 2015. The total cost of deposits (including non-interest bearing deposits) was 0.23% for the year ended December 31, 2015, unchanged compared to the prior year.

 

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Net interest income for the quarter ended December 31, 2015 increased $1.1 million, as compared to the prior linked quarter. The net interest margin increased to 3.37% for the quarter ended December 31, 2015, from 3.26% for the prior linked quarter and average interest-earning assets increased by $58.6 million. The yield on average interest-earning assets increased to 3.77% for the quarter ended December 31, 2015, from 3.66% for the prior linked quarter, while the cost of average interest-bearing liabilities was unchanged at 0.50%. The net interest margin benefited from the higher-yielding interest-earning assets acquired from Colonial and from an increase of $201,000 of loan prepayment fees.

For the quarter and the year ended December 31, 2015, the provision for loan losses was $300,000 and $1.3 million, respectively, as compared to $825,000 and $2.6 million, respectively, for the corresponding prior year periods. Net charge-offs decreased to $870,000, for the year ended December 31, 2015, as compared to net charge-offs of $7.2 million in the corresponding prior year period. In September 2014, the Company completed the bulk sale of certain non-performing residential mortgage loans which resulted in a total loan charge-off of $5.0 million. The provision exceeded net charge-offs for both the quarter and year ended December 31, 2015 to account for loan growth. The provision for loan losses, consistent with the low level of net charge-offs, was unchanged at $300,000, as compared to the prior linked quarter. Net charge-offs were $216,000 for the quarter ended December 31, 2015, as compared to $196,000 for the quarter ended September 30, 2015. Non-performing loans decreased by $6.1 million at December 31, 2015, as compared to September 30, 2015 primarily due to the transfer of a loan to a hotel, golf and banquet facility in New Jersey to other real estate owned. The facility is currently under contract for sale, subject to due diligence and customary closing conditions. If executed under the existing terms of the contract, no charge-off is expected.

 

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For the quarter and the year ended December 31, 2015, other income decreased to $4.1 million and $16.4 million, respectively, as compared to $4.6 million and $18.6 million, respectively, in the same prior year periods. The decrease from the prior year quarter was primarily due to the 2014 sale of servicing rights on a majority of residential mortgage loans serviced for the Federal agencies at a gain of $408,000. The decrease in other income for the year ended December 31, 2015 was $2.2 million, as compared to the prior year. The 2014 amount includes gains on sales of equity securities of $1.0 million. The sale of loan servicing rights reduced other income by $845,000 in 2015, including the reduced gains on the sale of servicing rights and the reduction in loan servicing income. Fees and service charges declined $465,000 due to the sector wide impact of the consumer shift away from deposit overdrafts.

Operating expenses increased to $16.5 million and $60.8 million, respectively, for the quarter and year ended December 31, 2015, as compared to $14.4 million and $57.8 million, respectively, in the same prior year periods. Operating expenses for the quarter and year ended December 31, 2015 include $614,000 and $1.9 million, respectively, in non-recurring merger related expenses relating to the acquisition of Colonial. The Company believes that all merger expenses related to Colonial have been recorded at December 31, 2015. Additionally, operating expenses attributable to Colonial for the quarter and year ended December 31, 2015 were $597,000 and $1.1 million, respectively. Approximately $172,000 of the fourth quarter expenses were associated with operating duplicate systems. These expenses have been eliminated entering 2016. Compensation and employee benefits expense increased $573,000 for the quarter ended December 31, 2015, as compared to the same prior year period. The increase was primarily due to higher salary expense associated with the Colonial acquisition, personnel increases in commercial lending,

 

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and the opening of two new branches. Compensation and employee benefits expenses for the year ended December 31, 2015 increased $519,000 over the prior year period which included $196,000 in severance related expenses due to the Company’s strategic decision to improve efficiency in the residential mortgage loan area.

For the quarter ended December 31, 2015, operating expenses increased compared to the prior linked quarter by $768,000, excluding merger related expenses. The increase was primarily due to a full quarter of expense associated with Colonial; the full impact of opening a new branch in the third quarter; growth in data processing costs and higher professional fees primarily relating to non-recurring items.

The provision for income taxes was $2.8 million and $10.9 million, respectively, for the quarter and year ended December 31, 2015, as compared to $2.5 million and $10.6 million, respectively, for the same prior year periods. The effective tax rate was 34.7% and 34.9%, respectively, for the quarter and the year ended December 31, 2015, as compared to 33.6% and 34.8%, respectively, for the same prior year periods and 35.5% in the prior linked quarter. The increases in the effective tax rate over the prior year periods were primarily due to non-deductible merger related expenses.

Financial Condition

Total assets increased by $236.4 million to $2,593.1 million at December 31, 2015, from $2,356.7 million at December 31, 2014, primarily due to $142.4 million of total assets from the Colonial acquisition. Loans receivable, net, increased by $281.9 million, to $1,970.7 million at December 31, 2015, from $1,688.8 million at December 31, 2014, which included $121.2 million of loans acquired from the Colonial acquisition, growth in commercial loans (excluding Colonial) of $155.2 million, and the purchase of two pools of performing, locally-originated, one-to-four family,

 

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non-conforming mortgage loans for $22.0 million. The increase in loans receivable, net, was partly offset by a decrease in total securities of $64.5 million. As part of the Colonial acquisition, the Company has outstanding goodwill and core deposit intangible at December 31, 2015 of $1.8 million and $256,000, respectively.

Deposits increased by $196.5 million, to $1,916.7 million at December 31, 2015, from $1,720.1 million at December 31, 2014. The increase in total deposits was primarily due to $123.3 million acquired from Colonial. Excluding Colonial, business deposits increased $26.2 million demonstrating the value of relationship based lending. Deposits decreased $51.1 million, as compared to the prior linked quarter, partly due to seasonality as the Bank experienced a large increase in deposits in the third quarter. The loan-to-deposit ratio at December 31, 2015 was 102.8%, an increase as compared to 98.5% at September 30, 2015 and 98.2% at December 31, 2014. Funding sources will benefit from the expected first quarter 2016 closing on the purchase of an existing retail branch located in the Toms River market.

Stockholders’ equity increased to $238.4 million at December 31, 2015, as compared to $218.3 million at December 31, 2014, due to stock consideration of $11.8 million issued for the purchase of Colonial and net income for the year, partly offset by the repurchase of 373,594 shares of common stock for $6.5 million (average cost per share of $17.28) and the cash dividend on common stock. At December 31, 2015, there were 244,804 shares available for repurchase under the stock repurchase program adopted in July of 2014. Tangible stockholders’ equity per common share was $13.67 at December 31, 2015, as compared to $12.91 at December 31, 2014.

Asset Quality

The Company’s non-performing loans totaled $18.3 million at December 31, 2015, unchanged compared to December 31, 2014. Non-performing loans do not include $461,000 of purchased credit impaired (“PCI”) loans acquired from Colonial. The Company’s other real estate

 

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owned totaled $8.8 million at December 31, 2015, a $4.2 million increase from December 31, 2014. The amount at December 31, 2015 includes $7.0 million relating to a hotel, golf and banquet facility located in New Jersey which the Company acquired in the fourth quarter of 2015. At December 31, 2015, the Company’s allowance for loan losses was 0.84% of total loans, a decline from 0.85% at September 30, 2015 and 0.95% at December 31, 2014. The decline in the loan coverage ratio from the prior year was primarily a result of Colonial loans acquired at fair value, with no corresponding allowance. The allowance for loan losses as a percent of total non-performing loans was 91.51% at December 31, 2015, an increase from 68.21% at September 30, 2015 and 89.13% in the prior year.

Annual Meeting

The Company also announced today that its Annual Meeting of Stockholders will be held on Thursday, June 2, 2016 at 10:00 a.m. Eastern time, at Jack Baker’s Lobster Shanty located at 83 Channel Drive, Point Pleasant Beach, New Jersey. The record date for stockholders to vote at the Annual Meeting is April 11, 2016.

Conference Call

As previously announced, the Company will host an earnings conference call on Friday, January 22, 2016 at 11:00 a.m. Eastern time. The direct dial number for the call is (888) 338-7143. For those unable to participate in the conference call, a replay will be available. To access the replay, dial (877) 344-7529, Replay Conference Number 10078024 from one hour after the end of the call until April 22, 2016. The conference call, as well as the replay, are also available (listen-only) by internet webcast at www.oceanfirst.com in the Investor Relations section.

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OceanFirst Financial Corp.‘s subsidiary, OceanFirst Bank, founded in 1902, is a community bank with $2.6 billion in assets and 27 branches located in Ocean, Monmouth and Middlesex Counties, New Jersey. The Bank delivers commercial and residential financing solutions, wealth management, and deposit services throughout the central New Jersey region and is the largest and oldest financial institution headquartered in Ocean County, New Jersey.

 

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OceanFirst Financial Corp.‘s press releases are available by visiting us at www.oceanfirst.com.

Forward-Looking Statements

In addition to historical information, this news release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 which are based on certain assumptions and describe future plans, strategies and expectations of the Company. These forward-looking statements are generally identified by use of the words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “project,” “will,” “should,” “may,” “view,” “opportunity,” “potential,” or similar expressions or expressions of confidence. The Company’s ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse effect on the operations of the Company and its subsidiaries include, but are not limited to: changes in interest rates, general economic conditions, levels of unemployment in the Bank’s lending area, real estate market values in the Bank’s lending area, future natural disasters and increases to flood insurance premiums, the level of prepayments on loans and mortgage-backed securities, legislative/regulatory changes, monetary and fiscal policies of the U.S. Government including policies of the U.S. Treasury and the Board of Governors of the Federal Reserve System, the quality or composition of the loan or investment portfolios, demand for loan products, deposit flows, competition, demand for financial services in the Company’s market area and accounting principles and guidelines. These risks and uncertainties are further discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 and subsequent securities filings and should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. The Company does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions which may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

 

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OceanFirst Financial Corp.

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(dollars in thousands, except per share amounts)

 

		December 31, 2015				September 30, 2015				December 31, 2014
						(unaudited)
ASSETS
Cash and due from banks		$	43,946			$	50,576			$	36,117
Securities available-for-sale, at estimated fair value			29,902				30,108				19,804
Securities held-to-maturity, net (estimated fair value of $397,763 at December 31, 2015, $400,852 at September 30, 2015, and $474,215 at December 31, 2014, respectively)			394,813				392,932				469,417
Federal Home Loan Bank of New York stock, at cost			19,978				15,970				19,170
Loans receivable, net			1,970,703				1,938,972				1,688,846
Mortgage loans held for sale			2,697				2,306				4,201
Interest and dividends receivable			5,860				5,978				5,506
Other real estate owned			8,827				3,262				4,664
Premises and equipment, net			28,419				28,721				24,738
Servicing asset			589				639				701
Bank Owned Life Insurance			57,549				57,206				56,048
Deferred tax asset			17,016				18,298				15,594
Other assets			10,691				10,816				11,908
Core deposit intangible			256				269				—
Goodwill			1,822				1,845				—
Total assets		$	2,593,068			$	2,557,898			$	2,356,714
LIABILITIES AND STOCKHOLDERS’ EQUITY
Deposits		$	1,916,678			$	1,967,771			$	1,720,135
Securities sold under agreements to repurchase with retail customers			75,872				77,993				67,812
Federal Home Loan Bank advances			324,385				233,006				305,238
Other borrowings			22,500				27,500				27,500
Advances by borrowers for taxes and insurance			7,121				7,808				6,323
Other liabilities			8,066				9,132				11,447
Total liabilities			2,354,622				2,323,210				2,138,455
Stockholders’ equity:
Preferred stock, $.01 par value, $1,000 liquidation preference, 5,000,000 shares authorized, no shares issued			—				—				—
Common stock, $.01 par value, 55,000,000 shares authorized, 33,566,772 shares issued and 17,286,557, 17,276,677, and 16,901,653, shares outstanding at December 31, 2015, September 30, 2015, and December 31, 2014, respectively			336				336				336
Additional paid-in capital			269,757				269,332				265,260
Retained earnings			229,140				226,115				217,714
Accumulated other comprehensive loss			(6,241	)			(6,326	)			(7,109	)
Less: Unallocated common stock held by Employee Stock Ownership Plan			(3,045	)			(3,116	)			(3,330	)
Treasury stock, 16,280,215, 16,290,095, and 16,665,119 shares at December 31, 2015, September 30, 2015, and December 31, 2014, respectively			(251,501	)			(251,653	)			(254,612	)
Common stock acquired by Deferred Compensation Plan			(314	)			(311	)			(304	)
Deferred Compensation Plan Liability			314				311				304
Total stockholders’ equity			238,446				234,688				218,259
Total liabilities and stockholders’ equity		$	2,593,068			$	2,557,898			$	2,356,714

 

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OceanFirst Financial Corp.

CONSOLIDATED STATEMENTS OF INCOME

(in thousands, except per share amounts)

 

		For the Three Months Ended,												For the Years Ended
		December 31,				September 30,				December 31,				December 31,
		2015				2015				2014				2015				2014
		(unaudited)
Interest income:
Loans		$	21,143			$	19,976			$	17,843			$	77,694			$	70,564
Mortgage-backed securities			1,449				1,460				1,709				6,051				6,845
Investment securities and other			557				534				515				2,118				2,444
Total interest income			23,149				21,970				20,067				85,863				79,853
Interest expense:
Deposits			1,217				1,162				1,010				4,301				4,103
Borrowed funds			1,244				1,233				1,033				4,733				3,402
Total interest expense			2,461				2,395				2,043				9,034				7,505
Net interest income			20,688				19,575				18,024				76,829				72,348
Provision for loan losses			300				300				825				1,275				2,630
Net interest income after provision for loan losses			20,388				19,275				17,199				75,554				69,718
Other income:
Bankcard services revenue			926				929				875				3,537				3,478
Wealth management revenue			530				501				553				2,187				2,280
Fees and service charges			2,082				2,091				2,107				8,124				8,589
Loan servicing income			82				75				123				268				816
Net gain on sale of loan servicing			—				—				408				111				408
Net gain on sales of loans available for sale			185				260				194				822				772
Net gain on sales of investment securities available for sale			—				—				93				—				1,031
Net loss from other real estate operations			(38	)			(59	)			(226	)			(149	)			(390	)
Income from Bank Owned Life Insurance			343				348				380				1,501				1,477
Other			8				7				113				25				116
Total other income			4,118				4,152				4,620				16,426				18,577
Operating expenses:
Compensation and employee benefits			8,438				8,269				7,865				31,946				31,427
Occupancy			1,518				1,508				1,356				5,722				5,510
Equipment			1,162				951				875				3,725				3,278
Marketing			428				398				359				1,516				1,795
Federal deposit insurance			528				541				510				2,072				2,128
Data processing			1,349				1,193				1,071				4,731				4,239
Check card processing			427				490				476				1,815				1,934
Professional fees			541				390				665				1,865				2,267
Other operating expense			1,481				1,369				1,219				5,484				5,186
Amortization of core deposit intangible			13				8				—				21				—
Merger related expense			614				1,030				—				1,878				—
Total operating expenses			16,499				16,147				14,396				60,775				57,764
Income before provision for income taxes			8,007				7,280				7,423				31,205				30,531
Provision for income taxes			2,777				2,582				2,491				10,883				10,611
Net income		$	5,230			$	4,698			$	4,932			$	20,322			$	19,920
Basic earnings per share		$	0.31			$	0.28			$	0.30			$	1.22			$	1.19
Diluted earnings per share		$	0.31			$	0.28			$	0.30			$	1.21			$	1.19
Average basic shares outstanding			16,867				16,733				16,504				16,600				16,687
Average diluted shares outstanding			17,126				16,953				16,597				16,811				16,797

 

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OceanFirst Financial Corp.

SELECTED CONSOLIDATED FINANCIAL DATA

(in thousands, except per share amounts)

 

		At December 31, 2015				At September 30, 2015				At December 31, 2014
STOCKHOLDERS’ EQUITY
Stockholders’ equity to total assets			9.19	%			9.18	%			9.26	%
Tangible stockholders’ equity to total tangible assets (1)			9.12				9.10				9.26
Common shares outstanding (in thousands)			17,287				17,277				16,902
Stockholders’ equity per common share		$	13.79			$	13.58			$	12.91
Tangible stockholders’ equity per common share (1)			13.67				13.46				12.91
ASSET QUALITY
Non-performing loans:
Real estate – one-to-four family		$	5,779			$	5,481			$	3,115
Commercial real estate			10,796				17,057				12,758
Consumer			1,576				1,741				1,877
Commercial and industrial			123				115				557
Total non-performing loans			18,274				24,394				18,307
Other real estate owned			8,827				3,262				4,664
Total non-performing assets		$	27,101			$	27,656			$	22,971
Purchased credit impaired (“PCI”) loans		$	461			$	1,019			$	—
Delinquent loans 30 to 89 days		$	9,087			$	8,025			$	8,960
Troubled debt restructurings:
Non-performing (included in total non-performing loans above)		$	4,918			$	3,819			$	2,031
Performing			26,344				26,935				21,462
Total troubled debt restructurings		$	31,262			$	30,754			$	23,493
Allowance for loan losses		$	16,722			$	16,638			$	16,317
Allowance for loan losses as a percent of total loans receivable			0.84	%			0.85	%			0.95	%
Allowance for loan losses as a percent of total non-performing loans			91.51				68.21				89.13
Non-performing loans as a percent of total loans receivable			0.91				1.24				1.06
Non-performing assets as a percent of total assets			1.05				1.08				0.97
WEALTH MANAGEMENT
Assets under administration		$	229,039			$	205,087			$	225,234

 

		For the Three Months Ended,												For Years Ended,
		December 31, 2015				September 30, 2015				December 31, 2014				December 31,
														2015				2014
PERFORMANCE RATIOS (ANNUALIZED)
Return on average assets			0.81	%			0.75	%			0.84	%			0.82	%			0.86	%
Return on average stockholders’ equity			8.85				8.02				9.06				8.92				9.18
Return on average tangible stockholders’ equity (1)			8.93				8.07				9.06				8.96				9.18
Net interest rate spread			3.27				3.16				3.19				3.18				3.23
Net interest rate margin			3.37				3.26				3.27				3.28				3.31
Operating expenses to average assets			2.55				2.56				2.46				2.47				2.50
Efficiency ratio			66.51				68.05				63.58				65.17				63.53

 

(1)	Tangible stockholders’ equity at December 31, 2015 is calculated by excluding intangible assets relating to goodwill and core deposit intangible.

 

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OceanFirst Financial Corp.

SELECTED LOAN AND DEPOSIT DATA

(in thousands)

LOANS RECEIVABLE

 

						December 31, 2015				September 30, 2015				December 31, 2014
Real estate:
One-to-four family						$	793,946			$	789,517			$	742,090
Commercial real estate, multi-family and land							818,445				804,063				649,951
Residential construction							50,757				51,580				47,552
Consumer							193,160				194,306				199,349
Commercial and industrial							144,788				129,379				83,946
Total loans							2,001,096				1,968,845				1,722,888
Loans in process							(14,206	)			(14,145	)			(16,731	)
Deferred origination costs, net							3,232				3,216				3,207
Allowance for loan losses							(16,722	)			(16,638	)			(16,317	)
Total loans, net							1,973,400				1,941,278				1,693,047
Less: mortgage loans held for sale							2,697				2,306				4,201
Loans receivable, net						$	1,970,703			$	1,938,972			$	1,688,846
Mortgage loans serviced for others						$	158,244			$	164,488			$	197,791
Loan pipeline:			Average Yield
Commercial			4.27	%		$	53,785			$	71,944			$	46,864
Construction/permanent			4.13				14,278				16,357				12,674
One-to-four family			3.92				17,582				23,537				20,072
Consumer			4.43				5,481				8,859				4,585
Total			4.19			$	91,126			$	120,697			$	84,195

 

						For the Three Months Ended,												For the Years Ended
						December 31,				September 30,				December 31,				December 31,
						2015				2015				2014				2015				2014
Loan originations:
Commercial			4.31	%		$	72,534			$	70,378			$	77,739			$	264,385			$	243,858
Construction/permanent			4.15				12,386				11,867				16,355				48,558				50,556
One-to-four family			3.69				31,230				24,127				24,971				124,225				107,816
Consumer			4.31				10,431				13,841				12,395				48,594				52,070
Total			4.14			$	126,581			$	120,213			$	131,460			$	485,762			$	454,300
Loans sold						$	9,784			$	11,063			$	8,147			$	48,614			$	39,156	(1)
Net charge-offs							216				196				818				870				7,243	(2)

 

(1)	Loans sold for the year ended December 31, 2014 excludes $23.1 million relating to the bulk sale of non-performing loans.

(2)	Net charge-offs for the year ended December 31, 2014 includes $5.0 million relating to the bulk sale of non-performing loans.

DEPOSITS

 

		December 31, 2015				September 30, 2015				December 31, 2014
Type of Account
Non-interest-bearing		$	337,143			$	362,079			$	279,944
Interest-bearing checking			859,927				883,940				836,120
Money market deposit			153,196				151,657				95,663
Savings			310,989				310,009				301,190
Time deposits			255,423				260,086				207,218
		$	1,916,678			$	1,967,771			$	1,720,135

 

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OceanFirst Financial Corp.

ANALYSIS OF NET INTEREST INCOME

 

		FOR THE THREE MONTHS ENDED,
		DECEMBER 31, 2015															SEPTEMBER 30, 2015															DECEMBER 31, 2014
		AVERAGE BALANCE					INTEREST					AVERAGE YIELD/ COST					AVERAGE BALANCE					INTEREST					AVERAGE YIELD/ COST					AVERAGE BALANCE					INTEREST					AVERAGE YIELD/ COST
		(dollars in thousands)
Assets
Interest-earning assets:
Interest-earning deposits and short-term investments			$	41,227				$	16					0.16	%			$	55,047				$	17					0.12	%			$	45,414				$	17					0.15	%
Securities (1) and FHLB stock				456,486					1,990					1.74					468,707					1,977					1.69					526,661					2,207					1.68
Loans receivable, net (2)				1,960,099					21,143					4.31					1,875,458					19,976					4.26					1,634,799					17,843					4.37
Total interest-earning assets				2,457,812					23,149					3.77					2,399,212					21,970					3.66					2,206,874					20,067					3.64
Non-interest-earning assets				129,297															122,269															130,663
Total assets			$	2,587,109														$	2,521,481														$	2,337,537
Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Transaction deposits			$	1,371,421					381					0.11				$	1,319,106					383					0.12				$	1,304,075					255					0.08
Time deposits				256,372					836					1.30					244,325					779					1.28					209,844					755					1.44
Total				1,627,793					1,217					0.30					1,563,431					1,162					0.30					1,513,919					1,010					0.27
Borrowed funds				357,170					1,244					1.39					355,639					1,233					1.39					305,787					1,033					1.35
Total interest-bearing liabilities				1,984,963					2,461					0.50					1,919,070					2,395					0.50					1,819,706					2,043					0.45
Non-interest-bearing deposits				349,473															354,411															285,825
Non-interest-bearing liabilities				16,175															13,827															14,204
Total liabilities				2,350,611															2,287,308															2,119,735
Stockholders’ equity				236,498															234,173															217,802
Total liabilities and stockholders’ equity			$	2,587,109														$	2,521,481														$	2,337,537
Net interest income								$	20,688														$	19,575														$	18,024
Net interest rate spread (3)														3.27	%														3.16	%														3.19	%
Net interest margin (4)														3.37	%														3.26	%														3.27	%

 

		FOR THE YEARS ENDED,
		DECEMBER 31, 2015												DECEMBER 31, 2014
		AVERAGE BALANCE				INTEREST				AVERAGE YIELD/ COST				AVERAGE BALANCE				INTEREST				AVERAGE YIELD/ COST
		(dollars in thousands)
Assets
Interest-earning assets:
Interest-earning deposits and short-term investments		$	38,371			$	44				0.11	%		$	39,549			$	41				0.10	%
Securities (1) and FHLB stock			481,306				8,125				1.69				542,609				9,248				1.70
Loans receivable, net (2)			1,826,161				77,694				4.25				1,603,434				70,564				4.40
Total interest-earning assets			2,345,838				85,863				3.66				2,185,592				79,853				3.65
Non-interest-earning assets			119,035												120,677
Total assets		$	2,464,873											$	2,306,269
Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Transaction deposits		$	1,311,252				1,241				0.09			$	1,278,078				1,129				0.09
Time deposits			229,785				3,060				1.33				213,566				2,974				1.39
Total			1,541,037				4,301				0.28				1,491,644				4,103				0.28
Borrowed funds			353,860				4,733				1.34				311,570				3,402				1.09
Total interest-bearing liabilities			1,894,897				9,034				0.48				1,803,214				7,505				0.42
Non-interest-bearing deposits			327,216												257,058
Non-interest-bearing liabilities			14,851												29,082
Total liabilities			2,236,964												2,089,354
Stockholders’ equity			227,909												216,915
Total liabilities and stockholders’ equity		$	2,464,873											$	2,306,269
Net interest income						$	76,829											$	72,348
Net interest rate spread (3)											3.18	%											3.23	%
Net interest margin (4)											3.28	%											3.31	%

 

(1)	Amounts are recorded at average amortized cost.

(2)	Amount is net of deferred loan fees, undisbursed loan funds, discounts and premiums and estimated loss allowances and includes loans held for sale and non-performing loans.

(3)	Net interest rate spread represents the difference between the yield on interest-earning assets and the cost of interest-bearing liabilities.

(4)	Net interest margin represents net interest income divided by average interest-earning assets.

 

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OceanFirst Financial Corp.

OTHER ITEMS

(in thousands, except per share amounts)

NON-GAAP RECONCILIATION

 

		Three months ended, December 31, 2015				Year ended, December 31, 2015
Core earnings:
Net income		$	5,230			$	20,322
Add: Non-core merger related expenses			614				1,878
Less: Income tax benefit on non-core expenses			(173	)			(556	)
Core earnings		$	5,671			$	21,644
Core diluted earnings per share		$	0.33			$	1.29

ACQUISITION DATE – FAIR VALUE BALANCE SHEET

The following table summarizes the estimated fair values of the assets acquired and the liabilities assumed at the date of the acquisition for Colonial, net of the total consideration paid (in thousands):

 

		At July 31, 2015
		Colonial Book Value				Purchase Accounting Adjustments				Estimated Fair Value
Assets acquired:
Securities		$	6,758			$	—			$	6,758
Loans, gross			125,063				(3,597	)(1)			121,466
Allowance for loan losses			(1,578	)			1,578				—
Other real estate owned			405				(148	)			257
Deferred tax asset – recognition of net operating loss carryforward			—				2,292				2,292
– relating to purchase accounting adjustments			—				935				935
Other assets			8,823				(230	)			8,593
Core deposit intangible			—				277				277
Goodwill			—				1,822				1,822
Total assets acquired			139,471				2,929				142,400
Liabilities assumed:
Deposits			123,103				243				123,346
Federal Home Loan Bank advances			6,800				—				6,800
Other liabilities			309				—				309
Total liabilities assumed			130,212				243				130,455
Net assets acquired		$	9,259			$	2,686			$	11,945

 

(1)	Includes a general credit fair value deduction of $1,722,000; a fair value deduction on credit-impaired loans of $1,205,000; an interest rate fair value benefit of $980,000; and further credited by the write-off of Colonial’s capitalized loan origination costs of $1,650,000.

Included in net interest income for the quarter and the year ended December 31, 2015 is $177,000 and $317,000, respectively, of net accretion/amortization relating to the purchase accounting adjustments.

The calculation of goodwill is subject to change for up to one year after the date of acquisition as additional information relative to the closing date estimates and uncertainties become available. As the Company finalizes its review of the acquired assets and liabilities, certain adjustments to the recorded carrying values may be required.

 

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