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PROSPECTUS

141,519 SHARES

Security National Bank of Long Island

COMMON STOCK

(Par Value $5 Per Share)

Security National Bank of Long Island (the "Bank") is offering to holders of its Common Stock of record at the close of business on June 18, 1963, rights to subscribe to 141,519 shares of Common Stock ("New Stock") at the rate of one share of New Stock for each nine shares of Common Stock then held. Rights to subscribe ("Rights"), evidenced by transferable Subscription Warrants, will expire at 3:00 o'clock P.M., New York Time, on July 8, 1963.

THE ISSUANCE OF THE SHARES OFFERED HEREBY IS SUBJECT TO THE
FINAL APPROVAL OF THE COMPTROLLER OF THE CURRENCY

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(1) The Bank has agreed to pay the Underwriters $.50 a share in respect of all the shares offered hereby plus an additional $.90 a share in respect of each share of New Stock that remains unsubscribed at the end of the subscription period ("Unsubscribed Stock") and each share of New Stock purchased by them upon the exercise of Subscription Warrants ("Warrants") acquired by them. The minimum and maximum underwriting commissions are based on the assumptions that (a) all the shares offered hereby and (b) none of said shares, respectively, will be subscribed for by persons other than the Underwriters. For details concerning contingent payments by the Underwriters to the Bank of additional funds, see "Underwriting".

(2) The Bank has agreed to indemnify the several Underwriters against certain liabilities. (3) Before deduction of expenses payable by the Bank estimated at $45,000.

The Underwriters named herein have severally agreed, subject to certain terms and conditions, to purchase from the Bank, at the Subscription Price, all Unsubscribed Stock.

During the subscription period, the several Underwriters may offer shares of Common Stock, including shares of New Stock, for sale on a “when issued" basis or otherwise at prices set from time to time by their Representative. After the subscription period the Underwriters may offer shares of Common Stock for sale at such price or prices as they may determine. The Underwriters may thus realize profits or losses independent of the underwriting commissions and contingent payments to the Bank referred to above.

Any New Stock offered by the Underwriters is offered when, as, and if issued to and accepted by the Underwriters, and subject to prior sale and to approval of certain legal matters by Milbank, Tweed, Hadley & McCloy, counsel for the Bank, and by Hays, Sklar & Herzberg, counsel for the Underwriters.

M. A. SCHAPIRO & CO., INC.

The date of this Prospectus is June 18, 1963.

No person is authorized to give any information or to make any representations not contained in this Prospectus in connection with any offering of the New Stock, and, if given or made, such information or representations must not be relied upon as having been authorized by the Bank or by the Underwriters. This Prospectus does not constitute an offer by any person in any jurisdiction to any person to whom it is unlawful to make such offer in such jurisdiction.

Neither the delivery of this Prospectus nor any sale made hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of the Bank since the date hereof.

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IN CONNECTION WITH THIS OFFERING, THE UNDERWRITERS MAY OVER-ALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICES OF THE COMMON STOCK, INCLUDING OUTSTANDING COMMON STOCK, OF THE BANK AND THE RIGHTS AT LEVELS ABOVE THOSE WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME.

20-226 0-63- -14

INTRODUCTION

SECURITY NATIONAL BANK OF LONG ISLAND (the "Bank") was organized under the laws of the United States in 1902 and opened for business in 1903 as First National Bank of Huntington. Its present name was adopted in 1958. The Bank conducts a general banking business through its main office located in Huntington, Suffolk County, New York, and thirty-three additional offices, twentysix of which are located in Suffolk County and seven in adjoining Nassau County (see Map). It has more Suffolk County offices than any other bank and is the third largest commercial bank headquartered on Long Island. As of April 30, 1963, the Bank's total assets were $276,396,000, its total deposits were $252,825,000, and its capital accounts, consisting of common capital stock, surplus, and undivided profits, aggregated $16,559,000.

As recently as 1951, the Bank had only one office. Since that time, however, in order to keep abreast of the growth of Suffolk and Nassau Counties, the Bank has developed a large branch system to serve the communities in its operating area. Its growth in offices and in assets has been accomplished both through acquisitions and internal growth. As of December 31, 1962, the Bank ranked 149th in deposits among the approximately 13,500 commercial banks in the United States, according to American Banker. This compares with a national ranking of 225th as of December 31, 1957, and 1,147th as of December 31, 1952. At April 8, 1963, the Bank had 7,950 shareholders located in 39 states, the District of Columbia, the Virgin Islands, and three foreign countries.

Operating earnings after applicable taxes increased from $1.12 to $1.53 per share (adjusted for all stock dividends) during the period 1958-1962, inclusive, and were reported at $.53 per share for the first four months of 1963, as against $.43 per share for the comparable 1962 period. Net income (net operating earnings after all nonoperating charges and credits) increased from $.85 to $1.17 per share (adjusted for all stock dividends) during the period 1958-1962, inclusive, and was reported at $.38 per share for the first four months of 1963, as against $.30 per share for the comparable 1962 period. (See "Summary of Earnings".)

Since 1950, the population of the Nassau-Suffolk area has grown from 950,000 to over 2,000,000. Among the 90 counties in the country with at least 250,000 residents in 1950, Suffolk had the highest and Nassau the fourth highest percentage of population increase during the 1950-1960 decade, according to census reports. Retail sales in the area increased from approximately $1 billion in 1950 to $3.6 billion last year. Similarly, effective buying income (personal income after Federal and State income taxes) grew from about $2 billion to $6.4 billion. In these respects, the area has grown substantially faster than New York State or the United States (see "Nassau and Suffolk Counties").

SUBSCRIPTION OFFER

OFFER TO SHAREHOLDERS: The Bank hereby offers to the holders of its outstanding Common Stock of record at the close of business on June 18, 1963 the right to subscribe at the Subscription Price set forth on the cover page of this Prospectus for the shares of its Common Stock offered hereby ("New Stock") on the basis of one share of New Stock for each nine shares of Common Stock so held. One Right attaches to each share of Common Stock so held.

EXPIRATION DATE: The Subscription Offer will expire at 3:00 o'clock P.M., New York Time, on July 8, 1963. Thereafter, all Rights which have not been exercised and the Warrants representing them will be void.

WARRANTS: Rights to subscribe will be evidenced by fully transferable Warrants. No fractional shares will be issued. The Warrants may be divided or combined to permit subscription for one or more full shares.

METHOD OF SUBSCRIBING: Subscriptions may be made by completing and signing Form 1 appearing on the face of the Warrant and delivering the Warrant, together with the Subscription Price, to The Chase Manhattan Bank, Corporate Agency Department, 80 Pine Street, New York 15, New York, Subscription Agent, before 3:00 P.M. on the Expiration Date. The Subscription Price must be paid in U. S. dollars in cash or by check, bank draft, or money order drawn to the order of the Subscription Agent. Definitive stock certificates for the shares subscribed and paid for in full will be issued as soon as practicable after the Expiration Date.

PURCHASE AND SALE OF RIGHTS: By completing and signing Form 1 on the face of the Warrant and delivering the Warrant, the subscriber authorizes the Subscription Agent, for his account, to endeavor either to round out his subscription for full shares, if necessary, by purchasing up to eight additional Rights, or to sell excess Rights not needed for the subscription. Signing Form 2 authorizes sale of all Rights evidenced by a Warrant. The Subscription Agent will make purchases or sales so authorized to the extent practicable and without charge (except for transfer taxes on sales). The Subscription Agent may offset orders for the buying and selling of Rights, but orders will be executed at prices determined on the basis of actual purchases or sales. Any transactions to buy more than eight Rights should be handled through the usual investment channels. Prices paid or obtained for Rights are subject to market conditions, are not within the control of the Subscription Agent or the Bank, and may be influenced by the stabilizing transactions referred to herein.

PURPOSE OF ISSUE

The management of any bank must always be mindful of the ratios of its capital accounts to deposits and to loans. Additions to the Bank's capital accounts through the medium of retained earnings have not kept pace with the Bank's growth and the expanding demand for its services. On April 30, 1963 its capital accounts of $16,559,000 approximated 6.5% of deposits and 10.8% of net loans and discounts. After this financing these percentages will be approximately 8.0% and 13.3%, respectively, enabling the Bank to serve its present customers more effectively, and enhancing its ability to meet the needs of new customers.

Of the net proceeds to the Bank, $707,595 will be credited to Capital and the balance to Surplus. As a consequence of this increase in capital accounts the Bank's limit on loans to any one borrower (fixed by law at 10% of capital and surplus) will rise from $1,507,036 as of April 30, 1963 to more than $1,850,000.

As recommended by the Bank's Board of Directors, its shareholders, at a special meeting held on June 18, 1963, approved an increase in the Bank's capital from $6,368,385 (1,273,677 shares of Common Stock) to $7,075,980 (1,415,196 shares) by the issuance of the 141,519 shares of New Stock offered hereby. Said capital increase has received the preliminary approval of the Comptroller of the Currency but is subject to his final approval after the Bank has received full payment for the New Stock.

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