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Section 1: 8-K (8-K)


UNITED STATES
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):  July 25, 2019



DIME COMMUNITY BANCSHARES, INC.
(Exact name of the registrant as specified in its charter)



Delaware
000-27782
11-3297463
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(IRS Employer Identification No.)

300 Cadman Plaza West, 8th Floor
   
Brooklyn, New York
 
11201
(Address of principal executive offices)
 
(Zip Code)

(718) 782-6200
(Registrant’s telephone number)

N/A
(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 240.13e-4c)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Title of each class
 
Trading
Symbol(s)
 
Name of each exchange on which registered
Common
 
DCOM
 
The NASDAQ Stock Market



Item 2.02
Results of Operations and Financial Condition

On July 25, 2019, Dime Community Bancshares, Inc. (the “Registrant”) issued a press release containing a discussion of its results of operations and financial condition for the quarter ended June 30, 2019. The text of the press release is included as Exhibit 99.1 to this report and is incorporated herein by reference. Exhibit 99.1 to this report is being “furnished” to the SEC and shall not be deemed “filed” for any purposes.

Item 7.01
Regulation FD Disclosure

On July 25, 2019, the Registrant announced that its Board of Directors declared a quarterly cash dividend of $0.14 per common share, payable on August 14, 2019 to stockholders of record on August 7, 2019. The text of the press release is attached as Exhibit 99.2 and is incorporated herein by reference. Exhibit 99.2 to this report is being “furnished” to the SEC and shall not be deemed “filed” for any purpose.

Item 9.01
Financial Statements and Exhibits

 
(d) Exhibits.
         
   
Press release of the Registrant, dated July 25, 2019, containing a discussion of the Registrant's results of operations and financial condition for the quarter ended June 30, 2019
       
   
Press release of the Registrant, dated July 25, 2019, containing a discussion of the Registrant’s declaration of a cash dividend


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.

 
Dime Community Bancshares, Inc.
 
(Registrant)
   
 
/s/ AVINASH REDDY
 
 
Avinash Reddy
 
Executive Vice President  & Chief Financial Officer
 
(Principal Financial Officer)
   
Dated:  July 26, 2019
 



(Back To Top)

Section 2: EX-99.1 (EXHIBIT 99.1)


Exhibit 99.1

DIME COMMUNITY BANCSHARES, INC. INCREASES QUARTERLY EARNINGS PER SHARE BY 12.5%
ON A LINKED QUARTER BASIS

Business Banking Loan Portfolio Reaches $1.0 Billion Milestone

Brooklyn, NY – July 25, 2019 - Dime Community Bancshares, Inc. (NASDAQ: DCOM) (the “Company” or “Dime”), the parent company of Dime Community Bank (the “Bank”), today reported net income of $13.0 million for the quarter ended June 30, 2019, or $0.36 per diluted common share, compared with net income of $11.5 million for the quarter ended March 31, 2019, or $0.32 per diluted common share, and net income of $12.3 million for the quarter ended June 30, 2018, or $0.33 per diluted common share.

The increase in linked quarter earnings per share (“EPS”) was attributable to a seven basis point linked quarter increase in the net interest margin (“NIM”). Excluding the impact of prepayment related fee income, the NIM increased by two basis points on a linked quarter basis.

Relationship Based Business Banking Division Drives Net Interest Margin Expansion

Commenting on the linked quarter NIM expansion, Kenneth J. Mahon, President and Chief Executive Officer (“CEO”) of the Company, stated, “The increase in our NIM (excluding the impact of prepayment fees) was driven by the growing contribution of our Business Banking division. The Business Banking division continues to experience strong growth as evidenced by record quarterly originations of $247 million. The Business Banking division’s loan portfolio reached $1 billion (or 19% of total loans) at June 30, 2019, versus $824 million (or 15% of total loans) at March 31, 2019. As intended in our strategic plan, as the Business Banking portfolio comprises a larger percentage of our overall balance sheet, we expect our overall loan yields to continue trending upwards. In addition, Business Banking deposits grew to $260 million at the end of the second quarter of 2019. We remain highly focused on growing relationship-based loans and deposits, and transforming our business model from a monoline thrift into the pre-eminent Metro New York community commercial bank.”

Highlights for the second quarter of 2019 included:


Continued the build out of the Business Banking division via the hire of Rosalind Sheron, Senior Vice President of Municipal Banking. Ms. Sheron will be responsible for building out Dime’s municipal banking business; the conversion to a commercial bank charter (completed in April 2019) has provided the Bank with the additional business opportunity of accepting municipal deposits;

Record Business Banking originations of $247.4 million in the second quarter of 2019, a 297.5% (annualized) increase versus the second quarter of 2018;

Business Banking loan originations for the second quarter of 2019 were at significantly higher rates than the overall portfolio; the weighted average rate (“WAR”) on Business Banking real estate originations was 5.01% and the WAR on Commercial and Industrial (“C&I”) originations was 5.97% for the quarter ended June 30, 2019, compared to the total real estate and C&I loan portfolio WAR of 3.99% for the quarter ended June 30, 2019;


Page 2

Strong growth in checking account balances. Compared to the second quarter of 2018, the sum of average non-interest-bearing checking account balances and average interest-bearing checking account balances for the second quarter of 2019 increased by 18.3% to $547.1 million;

Total non-interest income was $2.8 million for the second quarter of 2019, driven by $0.3 million of customer-related loan level swap income and $0.3 million of gains from the sale of Small Business Administration (“SBA”) loans;

Non-performing assets and loans 90 days or more past due on accrual status declined to $4.1 million at June 30, 2019, and represented only 0.06% of total assets at that date;

Consolidated Company commercial real estate (“CRE”) concentration ratio was 697% at June 30, 2019, versus 715% at June 30, 2018; and

Reported book value per share and tangible book value per share (which consists of common equity less goodwill, divided by number of shares outstanding) grew to $16.96 and $15.41, respectively, at June 30, 2019 (see “Non-GAAP Reconciliation” tables at the end of this news release).

Management’s Discussion of Quarterly Operating Results
 
Net Interest Income
 
Net interest income in the second quarter of 2019 was $36.5 million, an increase of $1.2 million (3.3%) from the first quarter of 2019 and an increase of $0.4 million (1.0%) from the second quarter of 2018.
 
NIM was 2.38% during the second quarter of 2019, compared to 2.31% in the first quarter of 2019, and 2.39% during the second quarter of 2018.  For the second quarter of 2019, income from prepayment activity totaled $1.6 million, benefiting NIM by 10 basis points, compared to $0.8 million, or five basis points, during the first quarter of 2019, and $1.6 million, or 10 basis points, during the second quarter of 2018.
 
Average interest-earning assets were $6.13 billion for the second quarter of 2019, a 1.5% increase from $6.11 billion for the first quarter of 2019, and a 1.4% increase from $6.05 billion for the second quarter of 2018.
 
For the second quarter of 2019, the average yield on interest-earning assets was 3.91%, an increase of 13 basis points compared with the first quarter of 2019, and an increase of 34 basis points compared to the second quarter of 2018.  The linked quarter increase in the yield on average interest-earning assets was primarily due to an increase in the yield on loans, as Business Banking originations were at significantly higher rates than the rates on loan amortizations and satisfactions, and due to higher prepayment fee income.
 
The ending WAR on the total loan portfolio was 3.99% at June 30, 2019, which represents a nine basis points increase versus the ending WAR on the total loan portfolio at March 31, 2019, and a 32 basis point increase versus the ending WAR on the total loan portfolio at June 30, 2018.
 
The average cost of borrowed funds (which primarily consists of Federal Home Loan Bank advances) was 2.44% for the second quarter of 2019, an increase of one basis point versus the first quarter of 2019, and an increase of 23 basis points versus the second quarter of 2018.
 
Loans
 
The real estate loan portfolio decreased by $25.9 million (1.9% annualized) during the second quarter of 2019.  Total real estate loan originations were $249.6 million during the second quarter of 2019, at a WAR of 4.94%. Real estate loan amortization and satisfactions totaled $268.0 million, or 20.6% (annualized) of the portfolio balance, at an average rate of 3.81%. The annualized real estate loan payoff rate of 20.6% for the second quarter of 2019 was higher than both the first quarter of 2019 (11.6% annualized) and the second quarter of 2018 (19.2% annualized).
 

Page 3
Average real estate loans were $5.20 billion in the second quarter of 2019, an increase of $5.4 million (0.4% annualized) from the first quarter of 2019, and a decrease of $106.3 million (-2.0%) from the second quarter of 2018.
 
Average Commercial and Industrial (“C&I”) loans were $289.8 million in the second quarter of 2019, an increase of $41.6 million (67.0% annualized) from the first quarter of 2019, and an increase of $147.6 million (103.8%) from the second quarter of 2018.
 
Outlined below are the loan originations for the current quarter, linked quarter and year-ago quarter.
 
 
($s in millions)
Originations/ Weighted Average Rate
 
Real Estate Originations
Q2 2019
Q1 2019
Q2 2018
 
Non-Business Banking
$92.1/4.82%
$86.1/4.99%
$48.7/4.84%
 
Business Banking
$157.5/5.01%
$147.8/5.02%
$74.2/4.81%
 
Total Real Estate
$249.6/4.94%
$233.9/5.01%
$122.9/4.82%
 
C&I Originations
$89.9/5.97%
$52.6/5.66%
$68.3/5.72%

Deposits and Borrowed Funds
 
The Company continues to focus on growing relationship-based business deposits sourced from its Business Banking division and its retail branches.  The Business Banking division ended the second quarter of 2019 with approximately $139.4 million of low-cost relationship-based checking and leasehold deposits at an average rate of approximately one basis point and total deposits of $260.4 million at an average rate of 63 basis points, compared to approximately $82.0 million of checking and leasehold deposits at an average rate of approximately two basis points and total deposits of $139.1 million at an average rate of 35 basis points, respectively, for the year-ago period.
 
The cost of total deposits increased nine basis points on a linked quarter basis, compared to a 10 basis point increase when comparing the first quarter of 2019 to the fourth quarter of 2018. Mr. Mahon commented, “The substantial majority of the increase in cost of deposits took place in the months of April and May; we experienced some moderation in the pace of increase in the month of June, as it became more apparent that the Federal Reserve would likely be cutting interest rates in the second half of 2019. Importantly, we continue to improve the quality of our deposit base, as evidenced by the non-interest bearing deposits to total deposits ratio increasing to 9.6% at June 30, 2019 compared to 8.2% at June 30, 2018. We continue to manage our deposit pricing to remain competitive with the market while keeping our loan-to-deposit ratio range at approximately 125%.”
 
Total deposits increased by $27.9 million (2.5% annualized) on a linked quarter basis to $4.44 billion at June 30, 2019.
 
The DimeDirect internet channel deposit portfolio was approximately $192.9 million at the end of the second quarter of 2019 compared to $234.0 million at March 31, 2019.  Mr. Mahon commented, “In the second quarter of 2019, net outflows in DimeDirect slowed to approximately $41 million, versus $57 million of outflows for the first quarter of 2019. We continue to expect the magnitude of dollar outflows from DimeDirect to decline over time, resulting in less of a headwind to grow overall deposits in the future.”
 

Page 4
The loan-to-deposit ratio was 124.7% at June 30, 2019, compared to 124.9% at March 31, 2019 and 124.0% at June 30, 2018.
 
Total borrowings, excluding $113.8 million of subordinated debt, was $1.17 billion at June 30, 2019, $40.9 million higher than $1.13 billion at March 31, 2019, and $129.6 million higher than $1.04 billion at June 30, 2018. At June 30, 2019, 31.0% of the borrowings portfolio, excluding subordinated debt, consisted of Federal Home Loan Bank bullet advances and overnight unsecured borrowings that have a remaining term of less than a year, compared to 23% for the prior year period. Mr. Mahon commented, “The higher percentage of short term borrowings versus a year ago will enable us to reprice our funding base lower more quickly in a declining rate environment.”
 
Non-Interest Income
 
Non-interest income was $2.8 million during the second quarter of 2019, $2.4 million during the first quarter of 2019, and $2.2 million during the second quarter of 2018.  Excluding gains and losses on equity securities and from sales of securities and other assets, non-interest income was $2.7 million during the second quarter of 2019, $2.2 million during the first quarter of 2019, and $2.2 million during the second quarter of 2018.
 
Mr. Mahon commented, “As our relationship-based Business Banking platform grows, we expect to generate higher levels of fee income. In the second quarter of 2019, we established the infrastructure to offer our commercial borrowers interest rate swaps and as part of this program recognized $0.3 million of customer-related swap fee income.  In addition, our Small Business Administration lending division contributed $0.3 million of non-interest income. We expect our Small Business Administration team to continue leveraging the power of Dime’s brand recognition and branch network, which is located in a densely populated metropolitan area, and drive increased levels of non-interest income over time.”
 
Non-Interest Expense
 
Total non-interest expense was $22.3 million during the first quarter of 2019, $22.1 million during the first quarter of 2019, and $20.8 million during the second quarter of 2018.  On a year-over-year basis, salaries and employee benefits expenses increased by $1.2 million as the Bank added relationship bankers and support staff as part of its Business Banking division buildout.
 
The ratio of non-interest expense to average assets was 1.40% during the second quarter of 2019, 1.39% during the first quarter of 2019, and 1.33% during the second quarter of 2018.
 
The efficiency ratio was 57.3% during the second quarter of 2019, 59.2% during the first quarter of 2019, and 54.4% during the second quarter of 2018.
 
Income Tax Expense
 
The reported effective tax rate for the second quarter of 2019 was 25.4% versus 24.9% for the first quarter of 2019.
 

Page 5
Credit Quality
 
Non-performing loans at June 30, 2019 were $2.5 million, or 0.05% of total loans, a decrease from $5.4 million, or 0.10% of total loans, at March 31, 2019.  The allowance for loan losses was 0.38% of total loans at June 30, 2019 and 0.40% of total loans at March 31, 2019. At June 30, 2019, non-performing assets represented 0.7% of the sum of tangible common equity plus the allowance for loan losses and reserve for contingent liabilities (this non-Generally Accepted Accounting Principle (“GAAP”) statistic is otherwise known as the "Texas Ratio"), which is lower than the ratio of 2.2% at March 31, 2019 (see “Problem Assets as a Percentage of Tangible Capital and Reserves” table and “Non-GAAP Reconciliation” table at the end of this news release).  A loan loss credit of $0.4 million was recorded during the second quarter of 2019, compared to a loan loss provision of $0.3 million during the first quarter of 2019, and a loan loss provision of $1.1 million during the second quarter of 2018.
 
Capital Management
 
The Company’s consolidated Tier 1 capital to average assets (“leverage ratio”), which was 8.83% at June 30, 2019, was in excess of all applicable regulatory requirements.
 
The Bank’s regulatory capital ratios continued to be in excess of all applicable regulatory requirements.  At June 30, 2019, the Bank’s leverage ratio was 9.87%, while Tier 1 capital to risk-weighted assets and Total capital to risk-weighted assets ratios were 12.15% and 12.57%, respectively.
 
Mr. Mahon commented, “During the second quarter of 2019, we repurchased 270,136 shares at a weighted average price of $18.59. Pro forma for the repurchases, and the asset growth we experienced in the second quarter of 2019, our tangible common equity to tangible assets ratio was 8.58% at June 30, 2019. We continue to maintain an exceptionally strong capital position.”
 
Diluted earnings per common share of $0.36 exceeded the quarterly $0.14 cash dividend per share by 157% during the second quarter of 2019, equating to a 38.89% dividend payout ratio.
 
Book value per share was $16.96 and tangible book value per share (common equity less goodwill divided by number of shares outstanding) was $15.41 at June 30, 2019 (see “Non-GAAP Reconciliation” tables at the end of this news release).
 
Earnings Call Information
 
The Company will conduct a conference call at 5:30 p.m. (ET) on Thursday, July 25, 2019, during which President and Chief Executive Officer, Kenneth J. Mahon, and Chief Financial Officer, Avinash Reddy, will discuss the Company’s second quarter financial performance.  There will be a question and answer period after the Chief Executive Officer’s remarks. Dial-in information for the live call is 1-888-348-2672. Upon dialing in, request to be joined into Dime Community Bancshares, Inc. call with the conference operator.
 
The conference call will be simultaneously webcast (listen only), and archived for a period of one year, at https://services.choruscall.com/links/dcom190725.html. Dial-in information for the replay is 1-877-344-7529 using access code #10133399. Replay will be available July 25, 2019 (7:30 p.m.) through August 1, 2019 (11:59 p.m.).
 

Page 6
ABOUT DIME COMMUNITY BANCSHARES, INC.
The Company had $6.50 billion in consolidated assets as of June 30, 2019. The Bank was founded in 1864, is headquartered in Brooklyn, New York, and currently has 29 retail branches located throughout Brooklyn, Queens, the Bronx, Nassau County and Suffolk County, New York. More information on the Company and the Bank can be found on Dime's website at www.dime.com.
 
This news release contains a number of 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 (the "Exchange Act"). These statements may be identified by use of words such as "anticipate," "believe," “continue,” "could," "estimate," "expect," "intend," “likely,” "may," "outlook," "plan," "potential," "predict," "project," "should," "will," "would" and similar terms and phrases, including references to assumptions.
 
Forward-looking statements are based upon various assumptions and analyses made by the Company in light of management's experience and its perception of historical trends, current conditions and expected future developments, as well as other factors it believes are appropriate under the circumstances. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors (many of which are beyond the Company's control) that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Accordingly, you should not place undue reliance on such statements. Factors that could affect our results include, without limitation, the following: the timing and occurrence or non-occurrence of events may be subject to circumstances beyond the Company’s control; there may be increases in competitive pressure among financial institutions or from non-financial institutions; changes in the interest rate environment may reduce interest margins; changes in deposit flows, loan demand or real estate values may adversely affect the business of the Company and/or the Bank; unanticipated or significant increases in loan losses may negatively affect the Company’s financial condition or results of operations; changes in accounting principles, policies or guidelines may cause the Company’s financial condition to be perceived differently; changes in corporate and/or individual income tax laws may adversely affect the Company's financial condition or results of operations; general economic conditions, either nationally or locally in some or all areas in which the Company conducts business, or conditions in the securities markets or the banking industry may be less favorable than the Company currently anticipates; legislation or regulatory changes may adversely affect the Company’s business; technological changes may be more difficult or expensive than the Company anticipates; there may be failures or breaches of information technology security systems; success or consummation of new business initiatives may be more difficult or expensive than the Company anticipates; or litigation or other matters before regulatory agencies, whether currently existing or commencing in the future, may delay the occurrence or non-occurrence of events longer than the Company anticipates.
 
Contact: Avinash Reddy
Executive Vice President – Chief Financial Officer
(718) 782-6200 extension 5909


Page 7
DIME COMMUNITY BANCSHARES,  INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Dollars in thousands except share amounts)

   
June 30,
2019
   
March 31,
2019
   
December 31,
2018
 
ASSETS:
                 
Cash and due from banks
 
$
172,418
   
$
143,473
   
$
147,256
 
Mortgage-backed securities available for sale, at fair value
   
409,510
     
457,217
     
466,605
 
Investment securities available for sale, at fair value
   
67,004
     
54,406
     
36,280
 
Marketable equity securities, at fair value
   
5,953
     
5,912
     
5,667
 
Real Estate Loans:
                       
One-to-four family and cooperative/condominium apartment
   
120,523
     
107,709
     
96,847
 
Multifamily residential and residential mixed-use (1)(2)
   
3,736,500
     
3,831,145
     
3,866,788
 
Commercial real estate and commercial mixed-use
   
1,279,188
     
1,245,806
     
1,170,085
 
Acquisition, development, and construction ("ADC")
   
77,479
     
54,222
     
29,402
 
Total real estate loans
   
5,213,690
     
5,238,882
     
5,163,122
 
Commercial and industrial ("C&I")
   
316,061
     
266,415
     
229,504
 
Other loans
   
1,780
     
1,139
     
1,192
 
Allowance for loan losses
   
(21,134
)
   
(21,941
)
   
(21,782
)
Total loans, net
   
5,510,397
     
5,484,495
     
5,372,036
 
Premises and fixed assets, net
   
23,069
     
23,708
     
24,713
 
Loans held for sale
   
3,814
     
682
     
1,097
 
Federal Home Loan Bank of New York capital stock
   
57,051
     
55,840
     
57,551
 
Bank Owned Life Insurance ("BOLI")
   
112,828
     
112,121
     
111,427
 
Goodwill
   
55,638
     
55,638
     
55,638
 
Operating lease assets
   
40,113
     
40,401
     
-
 
Other assets
   
40,567
     
41,408
     
42,308
 
TOTAL ASSETS
 
$
6,498,362
   
$
6,475,301
   
$
6,320,578
 
LIABILITIES AND STOCKHOLDERS' EQUITY:
                       
Deposits:
                       
Non-interest-bearing checking
 
$
423,914
   
$
417,475
   
$
395,477
 
Interest-bearing checking
   
117,555
     
116,562
     
115,972
 
Savings
   
325,797
     
328,853
     
336,669
 
Money Market
   
1,914,101
     
1,963,954
     
2,098,599
 
Sub-total
   
2,781,367
     
2,826,844
     
2,946,717
 
Certificates of deposit
   
1,654,169
     
1,580,778
     
1,410,037
 
Total Due to Depositors
   
4,435,536
     
4,407,622
     
4,356,754
 
Escrow and other deposits
   
85,811
     
137,116
     
85,234
 
Federal Home Loan Bank of New York advances
   
1,115,200
     
1,087,325
     
1,125,350
 
Subordinated Notes Payable, net
   
113,832
     
113,796
     
113,759
 
Other Borrowings
   
58,000
     
45,000
     
-
 
Operating lease liabilities
   
46,480
     
46,868
     
-
 
Other liabilities
   
34,802
     
31,300
     
37,400
 
TOTAL LIABILITIES
   
5,889,661
     
5,869,027
     
5,718,497
 
STOCKHOLDERS' EQUITY:
                       
Common stock ($0.01 par, 125,000,000 shares authorized, 53,699,694 shares, 53,690,825 shares, and 53,690,825 shares issued at June 30, 2019, March 31, 2019, and December 31, 2018, respectively, and 35,887,395 shares, 36,020,112 shares, and 36,081,455 shares outstanding at June 30, 2019, March 31, 2019 and December 31, 2018, respectively)
   
537
     
537
     
537
 
Additional paid-in capital
   
279,327
     
278,358
     
277,512
 
Retained earnings
   
580,159
     
572,175
     
565,713
 
Accumulated other comprehensive loss, net of deferred taxes
   
(6,288
)
   
(5,232
)
   
(6,500
)
Unearned equity award common stock
   
(8,165
)
   
(6,068
)
   
(3,623
)
Common stock held by the Benefit Maintenance Plan
   
(1,509
)
   
(1,509
)
   
(1,509
)
Treasury stock (17,812,299 shares, 17,670,713 shares, and 17,609,370 shares at June 30, 2019, March 31, 2019, and December 31, 2018, respectively)
   
(235,360
)
   
(231,987
)
   
(230,049
)
TOTAL STOCKHOLDERS' EQUITY
   
608,701
     
606,274
     
602,081
 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
 
$
6,498,362
   
$
6,475,301
   
$
6,320,578
 

(1)
Includes loans underlying cooperatives.
(2)
While the loans within this category are often considered "commercial real estate" in nature, multifamily and loans underlying cooperatives are here reported separately from commercial real estate loans in order to emphasize the residential nature of the collateral underlying this significant  component of the total loan portfolio.


Page 8
DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands except share and per share amounts)

   
For the Three Months Ended
   
For the Six Months Ended
 
   
June 30,
2019
   
March 31,
2019
   
June 30,
2018
   
June 30,
2019
   
June 30,
2018
 
Interest income:
                             
Loans secured by real estate
 
$
50,811
   
$
49,177
   
$
47,828
   
$
99,988
   
$
97,403
 
Commercial and industrial ("C&I") loans
   
4,134
     
3,436
     
2,156
     
7,570
     
3,812
 
Other loans
   
18
     
18
     
18
     
36
     
37
 
Mortgage-backed securities
   
2,961
     
3,197
     
2,406
     
6,158
     
4,663
 
Investment securities
   
570
     
420
     
49
     
990
     
64
 
Other short-term investments
   
1,457
     
1,447
     
1,547
     
2,904
     
3,058
 
Total interest  income
   
59,951
     
57,695
     
54,004
     
117,646
     
109,037
 
Interest expense:
                                       
Deposits and escrow
   
16,271
     
15,017
     
11,988
     
31,288
     
22,739
 
Borrowed funds
   
7,176
     
7,354
     
5,882
     
14,530
     
12,149
 
Total interest expense
   
23,447
     
22,371
     
17,870
     
45,818
     
34,888
 
Net interest income
   
36,504
     
35,324
     
36,134
     
71,828
     
74,149
 
Provision (credit) for loan losses
   
(449
)
   
321
     
1,113
     
(128
)
   
1,306
 
Net interest income after  provision for loan losses
   
36,953
     
35,003
     
35,021
     
71,956
     
72,843
 
                                         
Non-interest income:
                                       
Service charges and other fees
   
1,264
     
1,099
     
1,299
     
2,363
     
2,210
 
Mortgage banking income, net
   
61
     
68
     
102
     
129
     
213
 
Gain on equity securities
   
148
     
268
     
19
     
416
     
15
 
Gain (loss) on sale of securities and other assets
   
(57
)
   
(76
)
   
-
     
(133
)
   
1,370
 
Gain on sale of loans
   
339
     
255
     
35
     
594
     
125
 
Income from BOLI
   
707
     
694
     
720
     
1,401
     
1,432
 
Loan level derivative income, net
   
291
     
-
     
-
     
291
     
-
 
Other
   
67
     
52
     
62
     
119
     
116
 
Total non-interest income
   
2,820
     
2,360
     
2,237
     
5,180
     
5,481
 
Non-interest expense:
                                       
Salaries and employee benefits
   
12,061
     
11,884
     
10,884
     
23,945
     
22,061
 
Stock benefit plan compensation expense
   
491
     
284
     
407
     
775
     
795
 
Occupancy and equipment
   
3,827
     
3,869
     
3,697
     
7,696
     
7,569
 
Data processing costs
   
1,908
     
2,066
     
1,797
     
3,974
     
3,551
 
Marketing
   
465
     
466
     
146
     
931
     
1,193
 
Federal deposit insurance premiums
   
586
     
454
     
474
     
1,040
     
1,139
 
Other
   
2,958
     
3,029
     
3,422
     
5,987
     
6,253
 
Total non-interest expense
   
22,296
     
22,052
     
20,827
     
44,348
     
42,561
 
                                         
Income before taxes
   
17,477
     
15,311
     
16,431
     
32,788
     
35,763
 
Income tax expense
   
4,442
     
3,810
     
4,110
     
8,252
     
8,697
 
                                         
Net Income
 
$
13,035
   
$
11,501
   
$
12,321
   
$
24,536
   
$
27,066
 
                                         
Earnings per Share ("EPS"):
                                       
Basic
 
$
0.36
   
$
0.32
   
$
0.33
   
$
0.68
   
$
0.72
 
Diluted
 
$
0.36
   
$
0.32
   
$
0.33
   
$
0.68
   
$
0.72
 
                                         
Average common shares outstanding for Diluted EPS
   
35,864,389
     
35,976,915
     
37,515,373
     
35,944,361
     
37,496,982
 


Page 9
DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
UNAUDITED SELECTED FINANCIAL HIGHLIGHTS
(Dollars in thousands except per share amounts)

   
At or For the Three Months Ended
   
At or For the Six Months Ended
 
   
June 30,
2019
   
March 31,
2019
   
June 30,
2018
   
June 30,
2019
   
June 30,
2018
 
Per Share Data:
                             
Reported EPS (Diluted)
 
$
0.36
   
$
0.32
   
$
0.33
   
$
0.68
   
$
0.72
 
Cash dividends paid per share
   
0.14
     
0.14
     
0.14
     
0.28
     
0.28
 
Book value per share
   
16.96
     
16.83
     
16.37
     
16.96
     
16.37
 
Tangible book value per share (1)
   
15.41
     
15.29
     
14.89
     
15.41
     
14.89
 
Dividend payout ratio
   
38.89
%
   
43.75
%
   
42.42
%
   
41.18
%
   
38.89
%
                                         
Performance Ratios (Based upon Reported Net Income):
                                       
Return on average assets
   
0.82
%
   
0.72
%
   
0.79
%
   
0.77
%
   
0.86
%
Return on average common equity
   
8.59
%
   
7.62
%
   
8.06
%
   
8.10
%
   
8.91
%
Return on average tangible common equity (1)
   
9.45
%
   
8.39
%
   
8.87
%
   
8.92
%
   
9.81
%
Net interest spread
   
2.08
%
   
2.02
%
   
2.17
%
   
2.05
%
   
2.23
%
Net interest margin
   
2.38
%
   
2.31
%
   
2.39
%
   
2.35
%
   
2.43
%
Average interest-earning assets to average interest-bearing liabilities
   
119.47
%
   
118.14
%
   
117.93
%
   
118.80
%
   
116.87
%
Non-interest expense to average assets
   
1.40
%
   
1.39
%
   
1.33
%
   
1.39
%
   
1.35
%
Efficiency ratio
   
57.33
%
   
59.22
%
   
54.35
%
   
58.25
%
   
54.48
%
Loan-to-deposit ratio at end of period
   
124.71
%
   
124.93
%
   
123.97
%
   
124.71
%
   
123.97
%
CRE consolidated concentration ratio (2)
   
697.3
%
   
706.7
%
   
714.6
%
   
697.3
%
   
714.6
%
Effective tax rate
   
25.42
%
   
24.88
%
   
25.01
%
   
25.17
%
   
24.32
%
                                         
Average Balance Data:
                                       
Average assets
 
$
6,391,476
   
$
6,364,098
   
$
6,265,128
   
$
6,377,787
   
$
6,317,219
 
Average interest-earning assets
   
6,134,510
     
6,111,293
     
6,047,600
     
6,122,902
     
6,096,307
 
Average loans
   
5,492,455
     
5,445,301
     
5,450,973
     
5,468,878
     
5,514,141
 
Average deposits
   
4,378,999
     
4,341,045
     
4,395,589
     
4,360,022
     
4,386,853
 
Average common equity
   
607,152
     
604,074
     
611,477
     
605,613
     
607,516
 
Average tangible common equity (1)
   
551,515
     
548,436
     
555,840
     
549,976
     
551,879
 
                                         
Asset Quality Summary:
                                       
Non-performing loans (excluding loans held for sale)
 
$
2,538
   
$
5,425
   
$
1,554
   
$
2,538
   
$
1,554
 
Non-performing assets
   
2,538
     
5,425
     
1,554
     
2,538
     
1,554
 
Net charge-offs
   
358
     
162
     
1,333
     
520
     
1,355
 
Non-performing loans/ Total loans
   
0.05
%
   
0.10
%
   
0.03
%
   
0.05
%
   
0.03
%
Non-performing assets/ Total assets
   
0.04
%
   
0.08
%
   
0.02
%
   
0.04
%
   
0.02
%
Allowance for loan loss/ Total loans
   
0.38
%
   
0.40
%
   
0.39
%
   
0.38
%
   
0.39
%
Allowance for loan loss/ Non-performing loans
   
832.70
%
   
404.44
%
   
1350.32
%
   
832.70
%
   
1350.32
%
Loans delinquent 30 to 89 days at period end
 
$
105
   
$
338
   
$
745
   
$
105
   
$
745
 
                                         
Capital Ratios - Consolidated:
                                       
Tangible common equity to tangible assets (1)
   
8.58
%
   
8.58
%
   
9.03
%
   
8.58
%
   
9.03
%
Tier 1 common equity ratio
   
10.95
     
11.04
     
11.96
     
10.95
     
11.96
 
Tier 1 risk-based capital ratio
   
10.95
     
11.04
     
11.96
     
10.95
     
11.96
 
Total risk-based capital ratio
   
13.60
     
13.77
     
14.85
     
13.60
     
14.85
 
Tier 1 leverage ratio
   
8.83
     
8.81
     
9.09
     
8.83
     
9.09
 
                                         
Capital Ratios - Bank Only:
                                       
Tier 1 common equity ratio
   
12.15
%
   
12.39
%
   
13.09
%
   
12.15
%
   
13.09
%
Tier 1 risk-based capital ratio
   
12.15
     
12.39
     
13.09
     
12.15
     
13.09
 
Total risk-based capital ratio
   
12.57
     
12.84
     
13.55
     
12.57
     
13.55
 
Tier 1 leverage ratio
   
9.87
     
9.77
     
9.94
     
9.87
     
9.94
 

(1)
See "Non-GAAP Reconciliation" table for reconciliation of tangible common equity and tangible assets. Average balances are calculated using the ending balance for months during the period indicated.
(2)
The CRE concentration ratio is calculated using the sum of commercial real estate, excluding owner occupied commercial real estate, multifamily, and ADC, divided by consolidated capital.


Page 10
DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
UNAUDITED AVERAGE BALANCES AND NET INTEREST INCOME
(Dollars in thousands)

   
For the Three Months Ended
 
   
June 30, 2019
   
March 31, 2019
   
June 30, 2018
 
   
Average
Balance
   
Interest
   
Average
Yield/
Cost
   
Average
Balance
   
Interest
   
Average
Yield/
Cost
   
Average
Balance
   
Interest
   
Average
Yield/
Cost
 
Assets:
                                                     
Interest-earning assets:
                                                     
Real estate loans
 
$
5,201,395
   
$
50,811
     
3.91
%
 
$
5,195,951
   
$
49,177
     
3.79
%
 
$
5,307,712
   
$
47,828
     
3.60
%
Commercial and industrial loans
   
289,843
     
4,134
     
5.71
     
248,267
     
3,436
     
5.54
     
142,224
     
2,156
     
6.06
 
Other loans
   
1,217
     
18
     
5.92
     
1,083
     
18
     
6.65
     
1,037
     
18
     
6.94
 
Mortgage-backed securities
   
423,387
     
2,961
     
2.80
     
464,303
     
3,197
     
2.75
     
389,373
     
2,406
     
2.47
 
Investment securities
   
64,488
     
570
     
3.54
     
47,177
     
420
     
3.56
     
10,243
     
49
     
1.91
 
Other short-term investments
   
154,180
     
1,457
     
3.78
     
154,512
     
1,447
     
3.75
     
197,011
     
1,547
     
3.14
 
Total interest-earning assets
   
6,134,510
     
59,951
     
3.91
%
   
6,111,293
     
57,695
     
3.78
%
   
6,047,600
     
54,004
     
3.57
%
Non-interest-earning assets
   
256,966
                     
252,805
                     
217,528
                 
Total assets
 
$
6,391,476
                   
$
6,364,098
                   
$
6,265,128
                 
                                                                         
Liabilities and Stockholders' Equity:
                                                                       
Interest-bearing liabilities:
                                                                       
Interest-bearing checking accounts
 
$
125,041
   
$
91
     
0.29
%
 
$
115,243
   
$
22
     
0.08
%
 
$
126,507
   
$
57
     
0.18
%
Money market accounts
   
1,908,737
     
7,397
     
1.55
     
2,029,794
     
7,640
     
1.53
     
2,351,935
     
6,893
     
1.18
 
Savings accounts
   
327,312
     
46
     
0.06
     
331,662
     
45
     
0.06
     
354,441
     
55
     
0.06
 
Certificates of deposit
   
1,595,849
     
8,737
     
2.20
     
1,466,439
     
7,310
     
2.02
     
1,226,812
     
4,983
     
1.63
 
Total interest-bearing deposits
   
3,956,939
     
16,271
     
1.65
     
3,943,138
     
15,017
     
1.54
     
4,059,695
     
11,988
     
1.18
 
Borrowed Funds
   
1,177,940
     
7,176
     
2.44
     
1,229,607
     
7,354
     
2.43
     
1,068,583
     
5,882
     
2.21
 
Total interest-bearing liabilities
   
5,134,879
     
23,447
     
1.83
%
   
5,172,745
     
22,371
     
1.75
%
   
5,128,278
     
17,870
     
1.40
%
Non-interest-bearing checking accounts
   
422,060
                     
397,907
                     
335,894
                 
Other non-interest-bearing liabilities
   
227,385
                     
189,372
                     
189,479
                 
Total liabilities
   
5,784,324
                     
5,760,024
                     
5,653,651
                 
Stockholders' equity
   
607,152
                     
604,074
                     
611,477
                 
Total liabilities and stockholders' equity
 
$
6,391,476
                   
$
6,364,098
                   
$
6,265,128
                 
Net interest income
         
$
36,504
                   
$
35,324
                   
$
36,134
         
Net interest spread
                   
2.08
%
                   
2.02
%
                   
2.17
%
Net interest-earning assets
 
$
999,631
                   
$
938,548
                   
$
919,322
                 
Net interest margin
                   
2.38
%
                   
2.31
%
                   
2.39
%
Ratio of interest-earning assets to interest-bearing liabilities
           
119.47
%
                   
118.14
%
                   
117.93
%
       
                                                                         
Deposits (including non-interest bearing checking accounts)
 
$
4,378,999
   
$
16,271
     
1.49
%
 
$
4,341,045
   
$
15,017
     
1.40
%
 
$
4,395,589
   
$
11,988
     
1.09
%


Page 11
DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
UNAUDITED SCHEDULE OF LOAN COMPOSITION AND WEIGHTED AVERAGE RATES ("WAR") (1)
(Dollars in thousands)

   
At June 30, 2019
   
At March 31, 2019
   
At June 30, 2018
 
   
Balance
   
WAR
   
Balance
   
WAR
   
Balance
   
WAR
 
Loan balances at period end:
                                   
One-to-four family residential, including condominium and cooperative apartment
 
$
120,523
     
4.60
%
 
$
107,709
     
4.58
%
 
$
60,159
     
4.42
%
Multifamily residential and residential mixed-use (2)(3)
   
3,736,500
     
3.69
     
3,831,145
     
3.61
     
4,106,094
     
3.49
 
Commercial real estate and commercial mixed-use
   
1,279,188
     
4.26
     
1,245,806
     
4.23
     
1,053,582
     
3.85
 
Acquisition, development, and construction ("ADC")
   
77,479
     
6.57
     
54,222
     
6.61
     
10,526
     
6.02
 
Total real estate loans
   
5,213,690
     
3.88
     
5,238,882
     
3.81
     
5,230,361
     
3.61
 
Commercial and industrial ("C&I")
   
316,061
     
5.78
     
266,415
     
5.72
     
172,522
     
5.30
 
Total
 
$
5,529,751
     
3.99
%
 
$
5,505,297
     
3.90
%
 
$
5,402,883
     
3.67
%

(1)
Weighted average rate is calculated by aggregating interest based on the current loan rate from each loan in the category, divided by the total amount of loans in the category.
(2)
Includes loans underlying cooperatives.
(3)
While the loans within this category are often considered "commercial real estate" in nature, multifamily and loans underlying cooperatives are here reported separately from commercial real estate loans in order to emphasize the residential nature of the collateral underlying this significant  component of the total loan portfolio.


Page 12
DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
UNAUDITED SCHEDULE OF NON-PERFORMING ASSETS AND TROUBLED DEBT RESTRUCTURINGS ("TDRs")
(Dollars in thousands)
 
   
At June 30,
2019
   
At March 31,
2019
   
At June 30,
2018
 
Non-Performing Loans
                 
One-to-four family residential, including condominium and cooperative apartment
 
$
832
   
$
706
   
$
306
 
Multifamily residential and residential mixed-use (1)(2)
   
428
     
276
     
1,158
 
Commercial real estate and commercial mixed-use real estate (2)
   
1,274
     
4,205
     
89
 
C&I
   
-
     
232
     
-
 
Other
   
4
     
6
     
1
 
Total Non-Performing Loans (3)
 
$
2,538
   
$
5,425
   
$
1,554
 
Total Non-Performing Assets
 
$
2,538
   
$
5,425
   
$
1,554
 
                         
Performing TDR Loans
                       
One-to-four -family and cooperative/condominium apartment
 
$
11
   
$
12
   
$
18
 
Multifamily residential and mixed-use residential real estate (1)(2)
   
252
     
261
     
597
 
Commercial real estate and commercial mixed-use real estate (2)
   
4,037
     
4,061
     
4,310
 
Total Performing TDRs
 
$
4,300
   
$
4,334
   
$
4,745
 

(1)
Includes loans underlying cooperatives.
(2)
While the loans within this category are often considered "commercial real estate" in nature, multifamily and loans underlying cooperatives are here reported separately from commercial real estate loans in order to emphasize the residential nature of the collateral underlying this significant component of the total loan portfolio.
(3)
There were no non-accruing TDRs for the periods indicated.

PROBLEM ASSETS AS A PERCENTAGE OF TANGIBLE CAPITAL AND RESERVES (TEXAS RATIO)
(Dollars in thousands)

   
At June 30,
2019
   
At March 31,
2019
   
At June 30,
2018
 
Total Non-Performing Assets
 
$
2,538
   
$
5,425
   
$
1,554
 
Loans 90 days or more past due on accrual status (4)
   
1,531
     
6,955
     
4,873
 
TOTAL PROBLEM ASSETS
 
$
4,069
   
$
12,380
   
$
6,427
 
                         
Tangible common equity (5)
 
$
553,063
   
$
550,636
   
$
559,894
 
Allowance for loan losses and reserves for contingent liabilities
   
21,159
     
21,966
     
21,009
 
TANGIBLE COMMON EQUITY PLUS RESERVES
 
$
574,222
   
$
572,602
   
$
580,903
 
                         
TEXAS RATIO (PROBLEM ASSETS AS A PERCENTAGE OF TANGIBLE COMMON EQUITY AND RESERVES)
   
0.7
%
   
2.2
%
   
1.1
%

(4)
These loans were, as of the respective dates indicated, expected to be either satisfied, made current or re-financed in the near future, and were not expected to result in any loss of contractual principal or interest.  These loans are not included in non-performing loans.
(5)
See "Non-GAAP Reconciliation" table for reconciliation of tangible common equity and tangible assets.


Page 13
DIME COMMUNITY BANCSHARES, INC. AND SUBSIDIARIES
NON-GAAP RECONCILIATION
(Dollars in thousands except per share amounts)

   
For the Three Months Ended
   
For the Six Months Ended
 
   
June 30,
2019
   
March 31,
2019
   
June 30,
2018
   
June 30,
2019
   
June 30,
2018
 
Reconciliation of Reported and Adjusted ("non GAAP") Net Income:
                             
Reported net income
 
$
13,035
   
$
11,501
   
$
12,321
   
$
24,536
   
$
27,066
 
Adjustments to net income, net of tax (1):
                                       
Less: Loss (Gain) on sale of securities
   
39
     
52
     
-
     
91
     
(930
)
Tax adjustment
   
-
     
-
     
-
     
-
     
(92
)
Adjusted ("non-GAAP") net income
 
$
13,074
   
$
11,553
   
$
12,321
   
$
24,627
   
$
26,044
 
                                         
Adjusted Ratios (Based upon "non-GAAP Net Income" as calculated above):
                                       
Adjusted EPS (Diluted)
 
$
0.36
   
$
0.32
   
$
0.33
   
$
0.68
   
$
0.69
 
Adjusted return on average assets
   
0.82
%
   
0.73
%
   
0.79
%
   
0.77
%
   
0.82
%
Adjusted return on average common equity
   
8.61
     
7.65
     
8.06
%
   
8.13
     
8.57
%
Adjusted return on average tangible common equity
   
9.48
     
8.43
     
8.87
%
   
8.96
     
9.44
 
Adjusted non-interest expense to average assets
   
1.40
     
1.39
     
1.33
     
1.39
     
1.35
 
Adjusted efficiency ratio
   
57.33
     
59.22
     
54.35
     
58.25
     
54.48
 

   
June 30,
2019
   
March 31,
2019
   
June 30,
2018
 
Reconciliation of Tangible Assets:
                 
Total assets
 
$
6,498,362
   
$
6,475,301
   
$
6,253,175
 
Less:
                       
Goodwill
   
55,638
     
55,638
     
55,638
 
Tangible assets
 
$
6,442,724
   
$
6,419,663
   
$
6,197,537
 
                         
Reconciliation of Tangible Common Equity - Consolidated:
                       
Total common equity
 
$
608,701
   
$
606,274
   
$
615,532
 
Less:
                       
Goodwill
   
55,638
     
55,638
     
55,638
 
Tangible common equity
 
$
553,063
   
$
550,636
   
$
559,894
 

(1)
Adjustments to net income are taxed at the Company's statutory tax rate of approximately 32% unless otherwise noted.



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Section 3: EX-99.2 (EXHIBIT 99.2)


Exhibit 99.2


Dime Community Bancshares Declares Quarterly Cash Dividend
 
Brooklyn, NY – July 25, 2019 – Dime Community Bancshares, Inc. (Nasdaq: DCOM) (the “Company”) announced that its Board of Directors has declared a quarterly cash dividend of $0.14 per share, payable on August 14, 2019 to all stockholders of record as of August 7, 2019.  This dividend is the 89th consecutive quarterly cash dividend paid by the Company.

ABOUT DIME COMMUNITY BANCSHARES, INC.
 
The Company had $6.48 billion in consolidated assets as of March 31, 2019 and is the parent company of Dime Community Bank (the “Bank”). The Bank was founded in 1864, is headquartered in Brooklyn, New York, and currently has twenty-nine retail branches located throughout Brooklyn, Queens, the Bronx, Nassau County and Suffolk County, New York. More information on the Company and the Bank can be found on Dime's website at www.dime.com.

Contact: Avinash Reddy, Executive Vice President – Chief Financial Officer, 718-782-6200, extension 5909.



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