-----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, CjZI7UoTf27wXVuWG9gTJ/C6bWTA+o8s/N/kViqOzGhtDW1q/txdofq9x4VxvbgX S6Kkm1OgPY2dppAXfG3iqg== 0000875357-05-000047.txt : 20051018 0000875357-05-000047.hdr.sgml : 20051018 20051018152817 ACCESSION NUMBER: 0000875357-05-000047 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050930 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051018 DATE AS OF CHANGE: 20051018 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: 051142903 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 form8k093005.txt FORM 8-K Q305 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 18, 2005 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 18, 2005, BOK Financial Corporation ("BOK Financial") issued a press release announcing its financial results for the three and nine months ended September 30, 2005 ("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 18, 2005, in connection with issuance of the Press Release, BOK Financial released financial information related to the three and nine months ended September 30, 2005 ("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 18, 2005, titled "BOK Financial Continues Earnings Growth Trend" 99(b) Financial Information for the Three and Nine Months Ended September 30, 2005 Signature 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 18, 2005 EX-99 2 pr093005.txt (A) PRESS RELEASE NASDAQ: BOKF Exhibit 99 (a) For Further Information Contact: Steven Nell Chief Financial Officer BOK Financial Corp. (918) 588-6319 Danny M. Boyd Corporate Communications BOK Financial Corp. (918) 588-6348 BOK Financial Continues Earnings Growth Trend Regional Market Share Advances Through Strong Loan Growth TULSA, Okla. (Tuesday, Oct. 18, 2005) - Strong loan growth in regional markets contributed to third quarter performance at BOK Financial Corporation. The company reported net income of $50.8 million, or 76 cents per diluted share, for the third quarter of 2005, compared with $47.8 million, or 72 cents per share for the third quarter of 2004. Year-to-date net income for 2005 totaled $153.3 million, up 16 percent over last year. Earnings per share were $2.29 for the first nine months of 2005 compared with $1.99 last year. Outstanding loan balances grew $369 million since June 30, 2005, a 17 percent annualized growth rate. Commercial loans increased $208 million, including $121 million of loans to the services sector of the portfolio and $72 million in energy loans. Commercial real estate loans increased $111 million. Loans to single family homebuilders grew $64 million while loans secured by commercial office buildings increased $41 million. "Texas continues to be a vibrant growth market for the company," said President and CEO Stan Lybarger. "Annualized loan growth in Texas exceeded 28 percent, up from 22 percent in the second quarter. The company also added $32 million of outstanding loans in the Phoenix market. The third quarter's successful completion of Bank of Arizona's processing systems conversion will support further expansion in Arizona." -more- Page 2- BOK Financial Earnings Net interest revenue increased $4.4 million, or 4 percent, compared with the third quarter of 2004 due to growth in average earning assets. Average earning assets increased $1.2 billion, or 9 percent, including a 13 percent increase in average loans. The growth in average earning assets was funded primarily by a $799 million increase in borrowed funds and a $423 million increase in deposits. Net interest margin was 3.32 percent for the third quarter, down 18 basis points from the third quarter of 2004 and 13 basis points from the second quarter of 2005. The decreased net interest margin reflected strong loan growth, primarily over the past two quarters. Loan growth has exceeded deposit growth over the past six months, resulting in a shift in funding mix from deposits to short-term borrowed funds. The net spread of this activity generated solid net interest revenue growth, but reduced the net interest margin eight basis points. Net interest margin also decreased three basis points due to a $92 million increase in average margin assets the company carries in support of its energy derivatives business. Fees earned on margin assets, which totaled $2.4 million in the third quarter of 2005, are included in non-interest revenue while the related cost of funds is included in interest expense. The company continued to position its balance sheet to be essentially interest rate neutral. Securities and short-term borrowings are used to offset the asset-sensitive nature of loans and deposits. This strategy mitigates the effect of changes in interest rates and the flattened yield curve. However, changes in funding mix and competitive pressure on loan and deposit pricing may reduce the net interest margin. Non-interest revenue from fees and commissions increased $12.1 million, or 15 percent compared to the same period last year. This source of revenue represented 45 percent of total revenue in the third quarter of 2005, compared with 42 percent in 2004. In addition to the $2.4 million increase in fees earned on margin assets, mortgage banking and transaction card revenues increased $2.9 million and $1.8 million, respectively. Growth in mortgage banking revenue was driven by increased volume of loans funded and sold, partially offset by a continued decline in servicing revenue. Check card and merchant discount fees provided the growth in transaction card revenue. -more- Page 3-BOK Financial Earnings A $4.0 million provision for credit losses was recorded for the third quarter of 2005, compared with $5.0 million for the third quarter of 2004 and $2.0 million for the second quarter of 2005. Net charge-offs totaled $3.3 million in 2005 compared with $4.8 million in 2004 and $2.3 million in the preceding quarter. "The company continues to benefit from strong credit quality," said Lybarger. "Nonperforming and problem loans continue to decline due to general economic conditions and receipt of payments on problem loans." Reserves for credit losses, which include the allowance for loan losses and a reserve for credit risk on unfunded loans, totaled $127 million, or 1.44 percent of outstanding loans and 341 percent of non-performing loans at Sept. 30, 2005. The combined reserves for credit losses were 1.50 percent of outstanding loans and 313 percent of nonperforming loans at June 30, 2005. Nonperforming loans totaled $37 million at Sept. 30, 2005, down $3.2 million since June 30, 2005 due to payments received. Operating expenses totaled $117.0 million for the third quarter of 2005 compared with $114.2 million for the same period of 2004. The provision for impairment of mortgage servicing rights decreased $10.6 million as rising mortgage interest rates increased the value of the servicing rights. Excluding the provision for mortgage servicing rights, operating expenses increased $13.4 million or 12 percent. Personnel costs increased $6.0 million, or 10 percent. Regular compensation expense increased $4.8 million, or 14 percent, due to a 7 percent increase in average compensation per employee and a 7 percent increase in staffing levels. Growth in personnel costs reflected the company's continued expansion, primarily in Texas and Arizona. 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 Arizona, N.A., Bank of Arkansas, N.A., Bank of Oklahoma, N.A., Bank of Texas, N.A., Colorado State Bank and Trust, N.A., 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. -more- Page 4-BOK Financial Earnings 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 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 Corporation 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. -30- EX-99 3 fs093005.txt (B) FINANCIAL STATEMENTS BOK FINANCIAL CORPORATION Exhibit 99 (b) (In thousands, except ratio and per share data) Period End Balances Average Balances -------------------------------------- ------------------------------------- September 30, Quarter Ended September 30, -------------------------------------- ------------------------------------- BALANCE SHEETS 2005 2004 2005 2004 ---------------- ----------------- ---------------- ----------------- ASSETS Cash and due from banks $ 564,987 $ 521,697 $ 542,841 $ 520,302 Trading securities 38,032 12,742 14,560 14,956 Funds sold and resell agreements 49,475 49,674 44,882 23,334 Securities: Available for sale 4,824,098 4,695,510 4,794,958 4,653,067 Investment 243,161 218,886 236,837 214,558 ---------------- ----------------- ---------------- ----------------- Total securities 5,067,259 4,914,396 5,031,795 4,867,625 Loans: Commercial 5,067,690 4,498,449 4,926,685 4,424,742 Commercial real estate 1,972,624 1,621,124 1,917,996 1,594,867 Residential mortgage 1,212,865 1,202,814 1,178,777 1,182,943 Consumer 630,389 461,779 612,274 454,036 ---------------- ----------------- ---------------- ----------------- Total loans 8,883,568 7,784,166 8,635,732 7,656,588 Less reserve for loan losses (109,622) (113,719) (109,840) (115,504) ---------------- ----------------- ---------------- ----------------- Total loans, net 8,773,946 7,670,447 8,525,892 7,541,084 Premises and equipment, net 177,084 171,617 175,782 172,030 Accrued revenue receivable 88,721 71,982 79,935 65,578 Intangible assets, net 258,478 244,483 259,372 245,806 Mortgage servicing rights, net 52,872 46,227 49,685 49,791 Real estate and other repossessed assets 5,069 6,038 5,215 6,317 Receivable on unsettled security transactions - 22,589 10,640 1,976 Bankers' acceptances 40,170 24,105 40,585 19,527 Derivative contracts 643,703 150,817 374,537 103,098 Other assets 579,805 217,550 432,154 215,557 ---------------- ----------------- ---------------- ----------------- TOTAL ASSETS $ 16,339,602 $ 14,124,364 $ 15,587,875 $ 13,846,981 ================ ================= ================ ================= LIABILITIES AND SHAREHOLDERS' EQUITY Deposits: Demand $ 1,756,695 $ 1,856,432 $ 1,424,102 $ 1,839,311 Interest-bearing transaction 4,360,723 3,859,901 4,533,912 3,931,166 Savings 155,152 163,008 157,772 169,398 Time 4,126,635 3,660,100 3,958,948 3,712,161 ---------------- ----------------- ---------------- ----------------- Total deposits 10,399,205 9,539,441 10,074,734 9,652,036 Funds purchased and repurchase agreements 2,173,791 1,717,639 2,067,432 1,458,245 Other borrowings 1,051,228 1,022,347 1,047,423 1,003,050 Subordinated debentures 296,401 153,121 297,284 152,333 Accrued interest, taxes, and expense 70,667 57,228 84,231 60,978 Bankers' acceptances 40,170 24,105 40,585 19,527 Due on unsettled security transactions 11,198 - - - Derivative contracts 661,253 156,467 387,051 111,979 Other liabilities 122,147 97,357 101,800 93,323 ---------------- ----------------- ---------------- ----------------- TOTAL LIABILITIES 14,826,060 12,767,705 14,100,540 12,551,471 Shareholders' Equity: Shareholders' equity 1,559,108 1,358,640 1,525,253 1,321,496 Unrealized securities gains (losses) (45,566) (1,981) (37,918) (25,986) ---------------- ----------------- ---------------- ----------------- TOTAL SHAREHOLDERS' EQUITY 1,513,542 1,356,659 1,487,335 1,295,510 ---------------- ----------------- ---------------- ----------------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 16,339,602 $ 14,124,364 $ 15,587,875 $ 13,846,981 ================ ================= ================ =================
For the Quarter Ended For the Nine Months Ended -------------------------------------- ------------------------------------- September 30, September 30, -------------------------------------- ------------------------------------- STATEMENTS OF EARNINGS 2005 2004 2005 2004 ---------------- ----------------- ---------------- ----------------- Interest revenue $ 199,056 $ 157,842 $ 555,694 $ 451,197 Interest expense 86,228 49,457 222,739 134,416 ---------------- ----------------- ---------------- ----------------- Net interest revenue 112,828 108,385 332,955 316,781 Provision for credit losses 3,976 4,986 7,991 16,000 ---------------- ----------------- ---------------- ----------------- Net interest revenue after provision for credit losses 108,852 103,399 324,964 300,781 Other operating revenue Brokerage and trading revenue 11,366 10,209 33,106 31,386 Transaction card revenue 18,526 16,677 53,048 48,218 Trust fees and commissions 16,376 15,091 48,651 42,739 Service charges and fees on deposit accounts 25,619 24,292 73,139 70,375 Mortgage banking revenue 9,535 6,606 23,663 21,905 Leasing revenue 667 723 2,009 2,470 Other revenue 8,823 5,243 23,038 17,641 ---------------- ----------------- ---------------- ----------------- Total fees and commissions 90,912 78,841 256,654 234,734 Gain on sale of assets 81 78 6,990 797 Gain (loss) on securities, net (4,744) 2,673 (5,115) (4,055) Gain (loss) on derivatives, net 606 (506) 1,073 (1,300) ---------------- ----------------- ---------------- ----------------- Total other operating revenue 86,855 81,086 259,602 230,176 Other operating expense Personnel 66,533 60,524 190,305 178,543 Business promotion 4,494 3,671 12,794 10,852 Contribution of stock to BOK Charitable Foundation - - - 4,125 Professional fees and services 3,951 3,658 12,062 11,551 Net occupancy and equipment 12,587 11,733 37,331 35,316 Data processing and communications 17,492 14,918 48,972 44,829 Printing, postage and supplies 3,846 3,770 11,090 10,217 Net (gains) losses and operating expenses on repossessed assets (387) (305) 237 (360) Amortization of intangible assets 1,801 1,991 5,146 6,250 Mortgage banking costs 4,268 3,962 11,268 14,238 Provision (recovery) for impairment of mortgage servicing rights (4,671) 5,900 (3,207) (1,262) Other expense 7,120 4,380 19,205 15,343 ---------------- ----------------- ---------------- ----------------- Total other operating expense 117,034 114,202 345,203 329,642 Income before taxes 78,673 70,283 239,363 201,315 Federal and state income tax 27,846 22,501 86,016 68,848 ---------------- ----------------- ---------------- ----------------- Net Income $ 50,827 $ 47,782 $ 153,347 $ 132,467 ================ ================= ================ =================
For the Quarter Ended For the Nine Months Ended -------------------------------------- ------------------------------------- September 30, September 30, -------------------------------------- ------------------------------------- FINANCIAL DATA 2005 2004 2005 2004 ---------------- ----------------- ---------------- ----------------- Capital: Average equity $ 1,487,335 $ 1,295,510 $ 1,446,616 $ 1,273,908 Period-end equity $ 1,513,542 $ 1,356,659 $ 1,513,542 $ 1,356,659 Risk-based capital ratios: Tier 1 9.71% 9.82% Total capital 12.04% 11.56% Leverage ratio 8.01% 7.81% Common stock: Book value per share $ 22.75 $ 22.65 $ 22.75 $ 22.65 ================ ================= ================ ================= Basic earnings per share $ 0.77 $ 0.79 $ 2.42 $ 2.21 ================ ================= ================ ================= Diluted earnings per share $ 0.76 $ 0.72 $ 2.29 $ 1.99 ================ ================= ================ ================= Period end common shares outstanding 66,520,927 59,236,171 66,520,927 59,236,171 Average shares outstanding: Basic 66,427,447 59,197,676 63,239,165 59,132,074 Diluted 67,105,539 66,802,600 67,013,525 66,722,933 Key ratios: Return on average assets 1.29% 1.37% 1.37% 1.30% Return on average equity 13.56% 14.67% 14.17% 13.89% Net interest margin 3.32% 3.50% 3.41% 3.47% Credit Quality: Nonperforming assets: Nonaccrual loans $ 37,353 $ 51,776 Real estate and other repossessed assets 5,069 6,038 ---------------- ----------------- Total nonperforming assets $ 42,422 $ 57,814 ================ ================= 90 days past due $ 10,027 $ 9,173 ================ ================= Gross charge-offs $ 5,311 $ 6,879 $ 16,179 $ 21,513 Recoveries 1,977 2,099 7,380 5,985 ---------------- ----------------- ---------------- ----------------- Net charge-offs $ 3,334 $ 4,780 $ 8,799 $ 15,528 ================ ================= ================ ================= Key ratios: Reserve for loan losses to period end loans (A) 1.24% 1.48% Combined reserves for credit losses to period end loans (A) 1.44% 1.68% Nonperforming assets to period end loans (A) and repossessed assets 0.48% 0.75% Net charge-offs (annualized) to average loans (A) 0.16% 0.25% 0.14% 0.28% Reserve for loan losses to nonperforming loans 293.48% 219.64% Combined reserves for credit losses to nonperforming loans 341.11% 249.36% (A) Excluding residential mortgage loans held for sale.
For the Quarter Ended For the Nine Months Ended -------------------------------------- ------------------------------------- September 30, September 30, -------------------------------------- ------------------------------------- 2005 2004 2005 2004 ---------------- ----------------- ---------------- ----------------- Other Data: Average earning assets, net of unsettled security transactions $ 13,628,267 $ 12,457,565 $ 13,196,053 $ 12,316,106 Average total assets $ 15,587,875 $ 13,846,981 $ 14,924,913 $ 13,605,160 Average equity $ 1,487,335 $ 1,295,510 $ 1,446,616 $ 1,273,908 Average loans $ 8,635,732 $ 7,656,588 $ 8,315,930 $ 7,566,848 Average total deposits $ 10,074,734 $ 9,652,036 $ 9,842,389 $ 9,362,476 Average demand deposits $ 1,424,102 $ 1,839,311 $ 1,633,718 $ 1,761,020 Loans held for sale (Period end) $ 46,306 $ 82,053 $ 46,306 $ 82,053 Loans held for sale (Average) $ 59,265 $ 71,591 $ 47,471 $ 80,311 Tax equivalent adjustment $ 1,289 $ 1,120 $ 3,790 $ 3,406 Preferred stock dividends - BOKF $ - $ 750 $ 375 $ 1,500 Period end common shares O/S 66,520,927 59,236,171 66,520,927 59,236,171 Period end fully diluted shares 67,199,019 66,841,095 67,199,019 66,841,095 Number of days in period 92 92 273 274 Tangible Book Value per Common Share $ 18.87 $ 18.52 $ 17.83 $ 17.07 ================ ================= ================ ================= Stock Buy Back Program: Stock buy back # shares - - 59,700 - Stock buy back account $ - $ - $ 2,439,321 $ - ---------------- ----------------- ---------------- ----------------- Average price per share $ - $ - $ 40.86 $ - ================ ================= ================ ================= Mortgage Banking: Mortgage servicing portfolio $ 4,053,885 $ 4,023,054 Mortgage loan fundings during quarter $ 247,045 $ 138,941 $ 584,472 $ 495,732 Mortgage loan refinances to total fundings 27.19% 23.84% 27.07% 34.74% Trust Assets: Total trust assets $ 27,598,958 $ 23,309,118
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