-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KUbpz/cT57b26kzdJgmXZWNUtFyFuxIkJ10a7KwjU+D+cj83buctfDKwLefHIcE6 9lb2O2uX3YZJqF4rTFhFFg== 0000875357-04-000030.txt : 20041019 0000875357-04-000030.hdr.sgml : 20041019 20041019164859 ACCESSION NUMBER: 0000875357-04-000030 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040930 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041019 DATE AS OF CHANGE: 20041019 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOK FINANCIAL CORP ET AL CENTRAL INDEX KEY: 0000875357 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 731373454 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19341 FILM NUMBER: 041085768 BUSINESS ADDRESS: STREET 1: BANK OF OKLAHOMA TOWER STREET 2: PO BOX 2300 CITY: TULSA STATE: OK ZIP: 74192 BUSINESS PHONE: 9185953025 MAIL ADDRESS: STREET 1: BANK OF OKLAHOMA TOWER STREET 2: P O BOX 2300 CITY: TULSA STATE: OK ZIP: 74192 8-K 1 form8k093004.txt FORM 8-K FOR 093004 EARNINGS RELEASE ______________________________________________________________________________ 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): October 19, 2004 BOK FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Oklahoma 000-19341 73-1373454 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) Bank of Oklahoma Tower, Boston Avenue at Second Street, Tulsa, Oklahoma 74172 (Address of principal executive offices) Registrant's telephone number, including area code: (918) 588-6000 _____________________N/A___________________________ (Former name or former address, if changes 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 240.13e-4(c)). ______________________________________________________________________________ INFORMATION TO BE INCLUDED IN THE REPORT ITEM 2.02. Results of Operations and Financial Condition. On October 19, 2004, BOK Financial Corporation ("BOK Financial") issued a press release announcing its financial results for the third quarter ended September 30, 2004 ("Press Release"). The full text of the Press Release is attached as Exhibit 99(a) to this report and is incorporated herein by reference. On October 19, 2004, in connection with BOK Financial's issuance of the Press Release, BOK Financial released financial information related to the three and nine months ended September 30, 2004 ("Financial Information"), which includes certain historical financial information relating to BOK Financial. The Financial Information is attached as Exhibit 99(b) to this report and is incorporated herein by reference. ITEM 9.01. Financial Statements and Exhibits. (c) Exhibits 99(a)Text of Press Release, dated October 19, 2004, titled "BOK Financial Income Up 23 Percent in Third Quarter - Net Interest Revenue, Credit Quality, Expense Control Fuel Earnings" 99(b)Financial Information for the Three and Nine Months Ended September 30, 2004 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. BOK FINANCIAL CORPORATION By: /s/ Steven E. Nell ---------------------------- Steven E. Nell Executive Vice President Chief Financial Officer Date: October 19, 2004 Exhibit Index Exhibit No. Description 99(a) Text of Press Release, dated October 19, 2004, titled "BOK Financial Income Up 23 Percent in Third Quarter - Net Interest Revenue, Credit Quality, Expense Control Fuel Earnings" 99(b) Financial Information for the Three and Nine Months Ended September 30, 2004 EX-99 2 pr093004.txt (A) PRESS RELEASE Exhibit 99(a) For Further Information Contact: Steven Nell Chief Financial Officer BOK Financial Corp. (918) 588-6319 Danny Boyd Corporate Communications BOK Financial Corp. (918) 588-6348 BOK Financial Income Up 23 Percent in Third Quarter Net Interest Revenue, Credit Quality, Expense Control Fuel Earnings TULSA, Okla. (Tuesday, October 19, 2004) - Growth in net interest revenue, improvement in credit quality and control over operating expenses increased net income for the third quarter of 2004 by 23 percent at BOK Financial Corp. BOK Financial reported net income of $47.8 million for the third quarter of 2004 compared with $38.8 million for the third quarter of 2003. Diluted earnings per common share rose 24 percent to 72 cents per diluted share from 58 cents per diluted share. "We are pleased to report strong growth in both net income and diluted earnings per share for the third quarter of 2004. Our success for this quarter was driven by improvement in our net interest revenue after provision for credit costs," said President and CEO Stan Lybarger. "We also continued to benefit from our operating expense management and investments made in prior periods to enhance operations." Net interest revenue increased $11.9 million, or 12 percent, due to a 16 basis point increase in the net interest margin and an $812 million increase in average earning assets. Net interest margin was 3.50 percent for the third quarter of 2004 compared with 3.34 percent in the third quarter of 2003 and 3.46 percent in the second quarter of 2004. Average loans increased $534 million, or 8 percent, and average securities increased $320 million, or 7 percent, compared with the third quarter of 2003. The growth in average earning assets was funded primarily by a $1.0 billion increase in deposits, including a $516 million increase in demand deposits. -more- Page 2-BOK Financial Earnings Credit quality remained strong and led to a reduced provision for loan losses compared with last year. The provision for loan losses fell 39 percent to $5.0 million for the quarter. Net charge-offs totaled $4.8 million compared with $6.3 million last year. The allowance for loan losses was 249 percent of non-performing loans and 1.68 percent of outstanding loans at September 30, 2004, compared with 250 percent and 1.77 percent, respectively, at September 30, 2003. Non-performing assets totaled $58 million, or .75 percent of loans at September 30, 2004, compared with $59 million, or .82 percent a year ago. Operating expenses, excluding a $5.9 million provision for mortgage servicing rights, increased 1 percent, or $1.0 million, compared with last year. Personnel costs increased $3.6 million, or 6 percent, due primarily to the addition of Colorado State Bank and Trust ("CSBT"), which was purchased in the third quarter of 2003. The increase in personnel costs was offset by a $4.3 million reduction in mortgage banking costs. Mortgage banking costs consist primarily of amortization of mortgage servicing rights. This amortization decreased from last year due to lower loan prepayment speeds. Data processing expense increased $1.9 million, including $1.2 million directly related to the processing of bankcard transactions. Outstanding loan balances increased $259 million since the end of the second quarter of 2004 and totaled $7.8 billion at September 30, 2004. Commercial loans increased $165 million due principally to growth in loans to the services sector of the portfolio. Energy loans increased $17 million to $1.1 billion at quarter-end. This increase reverses the trend of increasing pay-downs since the beginning of 2004 caused by the substantial increase in oil and gas prices. Commercial real estate loans increased $32 million. Growth in construction and development loans was partially offset by a decrease in multifamily loans. Loan growth outside of Oklahoma increased $114 million since the end of the second quarter of 2004. "One of our continuing strategies is to hire strong performers from competitors," Mr. Lybarger said. "We have recently hired Randy Walker to lead our Houston, Texas, banking activities. Randy brings 20 years of experience in the Houston market. Combined with the previously announced hiring of Jennifer Pescatore to lead our Phoenix, Arizona, loan production office, we are positioned for continued growth in Houston and Phoenix." -more- Page 3-BOK Financial Earnings Fees and commission revenue decreased $1.3 million, or 2 percent, due primarily to a $6.1 million decrease in mortgage banking revenue. The decrease in mortgage banking revenue was offset by growth in trust fees and service charges on deposit accounts. Mortgage banking revenue reflected a $5.3 million decrease in secondary marketing gains as the volume of loans funded during the quarter fell to $139 million compared with $425 million last year. Trust fees increased $3.3 million, or 28 percent, including $1.4 million from the acquisition of CSBT. Service charges on deposit accounts grew $3.2 million, or 15 percent. BOK Financial recognized gains of $2.7 million from sales of securities during the quarter, including $2.1 million on securities held as an economic hedge of the mortgage servicing rights. These gains partially offset a $5.9 million provision for impairment of mortgage servicing rights. Additionally, income tax expense for the quarter was reduced by $3.0 million due to the favorable resolution of state tax issues. BOK Financial is a regional financial services company that provides commercial and consumer banking, investment and trust services, mortgage origination and servicing, and an electronic funds transfer network. Holdings include Bank of Albuquerque, N.A., Bank of Arkansas, N.A., Bank of Oklahoma, N.A., Bank of Texas, N.A., Colorado State Bank and Trust, N.A., broker/dealer BOSC, Inc. and the TransFund electronic funds network. Shares of BOK Financial are traded on the NASDAQ under the symbol BOKF. For more information, visit our website at www.bokf.com. This news release contains forward-looking statements that are based on management's beliefs, assumptions, current expectations, estimates and projections about BOK Financial Corp., the financial services industry and the economy generally. Words such as "anticipates," "believes," ""estimates," "expects," "forecasts," ""plans," "projects," variations of such words and similar expressions are intended to identify such forward-looking statements. Management judgments relating to, and discussion of the provision and allowance for credit losses involve judgments as to future events and are inherently forward-looking statements. Assessments that BOK Financial's acquisitions and other growth endeavors will be profitable are necessary statements of belief as to the outcome of future events based in part on information provided by others which BOK Financial has not independently verified. These statements are not guarantees of future performance and involve certain risks, uncertainties, and assumptions which are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what is expected, implied or forecasted in such forward-looking statements. Internal and external factors that might cause such a difference include, but are not limited to (1) the ability to fully realize expected cost savings from mergers within the expected time frames, (2) the ability of other companies on which BOK -more- Page 4-BOK Financial Earnings Financial relies to provide goods and services in a timely and accurate manner, (3) changes in interest rates and interest rate relationships, (4) demand for products and services, (5) the degree of competition by traditional and non-traditional competitors, (6) changes in banking regulations, tax laws, prices, levies, and assessments, (7) the impact of technological advances, and (8) trends in customer behavior as well as their ability to repay loans. BOK Financial Corp. and its affiliates undertake no obligation to update, amend, or clarity forward-looking statements, whether as a result of new information, future events or otherwise. EX-99 3 fs093004.txt (B) FINANCIAL INFORMATION BOK FINANCIAL CORPORATION (In thousands, except ratio and per share data) Period End Balances Average Balances ----------------------------------- --------------------------------- September 30, Quarter Ended September 30, ----------------------------------- --------------------------------- BALANCE SHEETS 2004 2003 2004 2003 --------------- --------------- -------------- ---------------- ASSETS Cash and due from banks $ 521,697 $ 584,905 $ 520,302 $ 450,266 Trading securities 12,742 19,238 14,956 27,830 Funds sold 49,674 22,200 23,334 32,491 Securities: Available for sale 4,695,510 4,009,524 4,653,067 4,359,948 Held for investment 218,886 192,877 214,558 187,219 --------------- --------------- -------------- ---------------- Total securities 4,914,396 4,202,401 4,867,625 4,547,167 Loans: Commercial 4,498,449 4,180,222 4,424,742 4,083,164 Commercial real estate 1,621,124 1,572,083 1,594,867 1,535,549 Residential mortgage 1,202,814 1,111,115 1,182,943 1,085,425 Consumer 461,779 428,136 454,036 418,073 ---------------- ---------------- --------------- ----------------- Total loans 7,784,166 7,291,556 7,656,588 7,122,211 Less allowance for loan losses (129,111) (126,971) (130,896) (125,966) ---------------- ---------------- --------------- ----------------- Total loans, net 7,655,055 7,164,585 7,525,692 6,996,245 Premises and equipment, net 171,617 167,813 172,030 162,395 Accrued revenue receivable 71,982 59,575 65,578 58,595 Intangible assets, net 244,483 251,470 245,806 205,849 Mortgage servicing rights, net 46,227 48,392 49,791 47,689 Real estate and other repossessed assets 6,038 7,920 6,317 6,218 Receivable on unsettled securities transactions 22,589 260,961 1,976 28,303 Bankers' acceptances 24,105 45,810 19,527 39,338 Derivative contracts 419,882 111,406 334,006 133,498 Other assets 217,550 154,120 215,557 120,745 --------------- --------------- -------------- ---------------- TOTAL ASSETS $ 14,378,037 $ 13,100,796 $ 14,062,497 $ 12,856,629 =============== =============== ============== ================ LIABILITIES AND SHAREHOLDERS' EQUITY Deposits: Demand $ 1,856,432 $ 1,566,376 $ 1,839,311 $ 1,323,641 Interest-bearing transaction 3,859,901 3,698,527 3,931,166 3,715,035 Savings 163,008 180,805 169,398 170,796 Time deposits 3,660,100 3,481,517 3,712,161 3,423,920 --------------- --------------- -------------- ---------------- Total deposits 9,539,441 8,927,225 9,652,036 8,633,392 Federal funds purchased and repurchase agreements 1,717,639 1,437,902 1,458,245 1,529,721 Other borrowed funds 1,022,347 1,098,647 1,003,050 1,062,734 Subordinated debentures 153,121 154,756 152,333 154,865 Accrued interest, taxes, and expenses 57,228 68,583 60,978 86,058 Bankers' acceptances 24,105 45,810 19,527 39,338 Derivative contracts 425,532 109,592 342,887 130,762 Other liabilities 81,965 70,874 77,931 58,425 --------------- --------------- -------------- ---------------- TOTAL LIABILITIES 13,021,378 11,913,389 12,766,987 11,695,295 Shareholders' Equity: Shareholders' equity 1,358,640 1,181,620 1,321,496 1,142,690 Unrealized securities gains (losses) (1,981) 5,787 (25,986) 18,644 --------------- --------------- -------------- ---------------- TOTAL SHAREHOLDERS' EQUITY 1,356,659 1,187,407 1,295,510 1,161,334 --------------- --------------- -------------- ---------------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 14,378,037 $ 13,100,796 $ 14,062,497 $ 12,856,629 =============== =============== ============== ================
For the Quarter Ended For the Nine Months Ended ----------------------------------- --------------------------------- September 30, September 30, ----------------------------------- --------------------------------- STATEMENTS OF EARNINGS 2004 2003 2004 2003 --------------- --------------- -------------- ---------------- Interest revenue $ 157,842 $ 137,804 $ 451,197 $ 421,290 Interest expense 49,457 41,272 134,416 131,000 --------------- --------------- -------------- ---------------- Net interest revenue 108,385 96,532 316,781 290,290 Provision for loan losses 4,986 8,220 16,000 27,635 --------------- --------------- -------------- ---------------- Net interest revenue after provision for loan losses 103,399 88,312 300,781 262,655 Other operating revenue Brokerage and trading revenue 10,209 12,220 31,386 31,893 Transaction card revenue 16,677 14,260 48,218 40,995 Trust fees and commissions 15,091 11,762 42,739 32,787 Service charges and fees on deposit accounts 24,292 21,106 70,375 59,696 Mortgage banking revenue, net 6,606 12,735 21,905 44,879 Leasing revenue 723 949 2,470 2,603 Other revenue 5,243 7,098 17,641 17,313 --------------- --------------- -------------- ---------------- Total fees and commissions 78,841 80,130 234,734 230,166 Gain on sale of other assets 78 14 797 752 Gain (loss) on sales of securities, net 2,673 (12,007) (4,055) 8,139 Gain (loss) on derivatives (506) (4,709) (1,300) (7,116) --------------- --------------- -------------- ---------------- Total other operating revenue 81,086 63,428 230,176 231,941 Other operating expense Personnel 60,524 56,915 178,543 164,283 Business promotion 3,671 2,912 10,852 9,164 Contribution of stock to BOk Charitable Foundation - - 4,125 - Professional fees and services 3,658 4,454 11,551 13,623 Net occupancy and equipment 11,733 11,600 35,316 33,901 Data processing and communications 14,918 13,008 44,829 37,668 FDIC and other insurance 602 589 1,873 1,635 Printing, postage and supplies 3,770 3,459 10,217 10,341 Net (gains) losses and operating expenses on repossessed assets (305) 283 (360) 626 Amortization of intangible assets 1,991 1,959 6,250 5,513 Mortgage banking costs 3,962 8,268 14,238 34,191 Provision (recovery) for impairment of mortgage servicing rights 5,900 (16,186) (1,262) (20,663) Other expense 3,778 3,871 13,470 12,549 --------------- --------------- -------------- ---------------- Total other operating expense 114,202 91,132 329,642 302,831 Income before taxes 70,283 60,608 201,315 191,765 Federal and state income taxes 22,501 21,792 68,848 68,707 --------------- --------------- -------------- ---------------- Net Income $ 47,782 $ 38,816 $ 132,467 $ 123,058 =============== =============== ============== ================
For the Quarter Ended For the Nine Months Ended ----------------------------------- --------------------------------- September 30, September 30, ----------------------------------- --------------------------------- FINANCIAL DATA 2004 2003 2004 2003 --------------- --------------- -------------- ---------------- Capital: Average equity $ 1,295,510 $ 1,161,334 $ 1,273,908 $ 1,147,884 Period-end equity $ 1,356,659 $ 1,187,407 $ 1,356,659 $ 1,187,407 Risk-based capital ratios: Tier 1 9.82% 8.78% Total capital 11.56% 10.96% Leverage ratio 7.81% 6.96% Common stock: Book value per share $ 22.65 $ 19.94 $ 22.65 $ 19.94 =============== =============== ============== ================ Basic earnings per share $ 0.79 $ 0.65 $ 2.21 $ 2.08 =============== =============== ============== ================ Diluted earnings per share $ 0.72 $ 0.58 $ 1.99 $ 1.85 =============== =============== ============== ================ Period end common shares outstanding 59,236,171 58,789,122 59,236,171 58,789,122 Average shares outstanding: Basic 59,197,676 58,770,968 59,132,074 58,649,127 Diluted 66,802,600 66,633,574 66,722,933 66,501,721 Key ratios: Return on average assets 1.35% 1.20% 1.28% 1.30% Return on average equity 14.67% 13.26% 13.89% 14.33% Net interest margin 3.50% 3.34% 3.48% 3.46% Credit Quality: Nonperforming assets: Nonaccrual loans $ 51,776 $ 50,788 Real estate and other repossessed assets 6,038 7,920 --------------- --------------- Total nonperforming assets $ 57,814 $ 58,708 =============== =============== 90-day past due $ 9,173 $ 12,372 =============== =============== Gross charge-offs $ 6,879 $ 8,156 $ 21,513 $ 23,926 Recoveries 2,099 1,852 5,985 4,909 --------------- --------------- -------------- ---------------- Net charge-offs (recoveries) $ 4,780 $ 6,304 $ 15,528 $ 19,017 =============== =============== ============== ================ Key ratios: Reserve for loan losses to period end loans (A) 1.68% 1.77% Nonperforming assets to period end loans (A) and repossessed assets 0.75% 0.82% Net charge-offs (annualized) to average loans (A) 0.25% 0.36% 0.28% 0.37% Reserve for loan losses to nonperforming loans 249.36% 250.00% (A) Excluding residential mortgage loans held for sal
For the Quarter Ended For the Nine Months Ended ----------------------------------- --------------------------------- September 30, September 30, ----------------------------------- --------------------------------- 2004 2003 2004 2003 --------------- --------------- -------------- ---------------- Other Data: Average earning assets, net of unsettled security transactions $ 12,442,173 $ 11,630,201 $ 12,300,714 $ 11,376,856 Average total assets $ 14,062,497 $ 12,856,629 $ 13,820,676 $ 12,623,152 Average equity $ 1,295,510 $ 1,161,334 $ 1,273,908 $ 1,147,884 Average loans $ 7,656,588 $ 7,122,211 $ 7,566,848 $ 7,014,711 Loans held for sale (Period end) $ 82,053 $ 109,035 $ 82,053 $ 109,035 Loans held for sale (Average) $ 71,591 $ 161,762 $ 80,311 $ 139,122 Tax equivalent adjustment $ 1,120 $ 1,256 $ 3,406 $ 3,986 Preferred stock dividends - BOKF $ 750 $ 375 $ 1,500 $ 1,125 Period end common shares O/S 59,236,171 58,789,122 59,236,171 58,789,122 Period end fully diluted shares 66,841,095 66,651,727 66,841,095 66,651,727 Number of days in period 92 92 274 273 Tangible Book Value per Common Share $ 18.52 $ 15.67 $ 17.47 $ 16.00 =============== =============== ============== ================ Stock Buy Back Program: Stock buy back # shares - - - - Stock buy back account $ - $ - $ - $ - --------------- --------------- -------------- ---------------- Average price per share $ - $ - $ - $ - =============== =============== ============== ================ Mortgage Banking: Mortgage servicing portfolio $ 4,023,054 $ 4,499,482 Mortgage loan fundings during quarter $ 138,941 $ 425,024 $ 495,732 $ 1,156,377 Mortgage loan refinances to total fundings 23.84% 65.84% 34.74% 69.27% Trust Assets: Total trust assets $ 23,309,118 $ 19,247,663
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