<PAGE> 1
FORM 10-QSB
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1999
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT
For the transition period from __________ to ____________.
Commission File Number: 000-23927
---------
HOME LOAN FINANCIAL CORPORATION
(Exact name of small business issuer as specified in its charter)
Ohio 31-1578552
---- ----------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
401 Main Street, Coshocton, Ohio 43812
--------------------------------------
(Address of principal executive offices)
(740) 622-0444
--------------
(Issuer's telephone number)
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act during the past 12 months (or
for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.
Yes X No
--- ---
As of November 12, 1999 the latest practical date, 1,985,645 of the issuer's
common shares, no par value, were issued and outstanding.
Transitional Small Business Disclosure Format (check one):
Yes No X
--- ---
1.
<PAGE> 2
HOME LOAN FINANCIAL CORPORATION
INDEX
PAGE
PART I -FINANCIAL INFORMATION
Item 1. Condensed Financial Statements (Unaudited)
Consolidated Balance Sheets.................................... 3
Consolidated Statements of Income and Comprehensive Income..... 4
Consolidated Statements of Changes in Shareholders' Equity..... 5
Consolidated Statements of Cash Flows.......................... 7
Notes to Consolidated Financial Statements .................... 8
Item 2. Management's Discussion and Analysis......................16
Part II - Other Information
Item 1. Legal Proceedings.........................................22
Item 2. Changes in Securities and Use of Proceeds.................22
Item 3. Defaults Upon Senior Securities...........................22
Item 4. Submission of Matters to a Vote of Security Holders.......22
Item 5. Other Information.........................................22
Item 6. Exhibits and Reports on Form 8-K..........................22
SIGNATURES ..................................................................23
2.
<PAGE> 3
HOME LOAN FINANCIAL CORPORATION
ITEM 1. CONDENSED FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEETS
(Unaudited)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
September 30, June 30,
1999 1999
---- ----
ASSETS
<S> <C> <C>
Cash and due from banks $ 1,598,031 $ 1,824,130
Interest-bearing deposits in other banks -- 39,818
Overnight deposits -- 3,500,000
Federal funds sold -- 3,200,000
----------------- -----------------
Total cash and cash equivalents 1,598,031 8,563,948
Interest-bearing time deposits 35,632 35,152
Securities available for sale 2,960,837 2,969,723
Mortgage-backed securities available for sale 19,846,501 20,248,220
Federal Home Loan Bank stock 1,456,600 1,430,500
Loans, net 76,650,291 73,068,853
Premises and equipment, net 955,285 742,062
Accrued interest receivable 552,718 468,664
Other assets 374,674 328,051
----------------- -----------------
Total assets $ 104,430,569 $ 107,855,173
================= =================
LIABILITIES
Deposits $56,850,397 $ 56,494,543
Federal Home Loan Bank advances 24,500,000 28,200,000
Other borrowings 2,475,000 2,350,000
Accrued interest payable 510,705 526,693
Accrued expenses and other liabilities 384,005 384,941
----------------- -----------------
Total liabilities 84,720,107 87,956,177
SHAREHOLDERS' EQUITY
Preferred stock, no par value, 500,000 shares authorized,
none outstanding -- --
Common stock, no par value, 9,500,000 shares authorized,
2,248,250 shares issued -- --
Additional paid-in capital 14,059,203 14,060,770
Retained earnings - substantially restricted 12,278,561 12,154,493
Unearned employee stock ownership plan shares (2,067,837) (2,109,864)
Unearned recognition and retention plan shares (976,869) (1,024,269)
Treasury stock, at cost - 257,105 shares at September 30, 1999
and 219,205 shares at June 30, 1999 (3,225,335) (2,852,948)
Accumulated other comprehensive income (357,261) (329,186)
------------------ -----------------
Total shareholders' equity 19,710,462 19,898,996
----------------- -----------------
Total liabilities and shareholders' equity $ 104,430,569 $ 107,855,173
================= =================
</TABLE>
See accompanying notes to consolidated financial statements.
3.
<PAGE> 4
HOME LOAN FINANCIAL CORPORATION
ITEM 1. CONDENSED FINANCIAL STATEMENTS
CONSOLIDATED STATEMENTS OF INCOME
AND COMPREHENSIVE INCOME
(Unaudited)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Three Months Ended
September 30,
-------------
1999 1998
---- ----
<S> <C> <C>
INTEREST AND DIVIDEND INCOME
Loans, including fees $ 1,561,743 $ 1,316,504
Securities 392,325 208,445
Dividends on Federal Home Loan Bank stock 26,141 7,182
Interest-bearing deposits and federal funds sold 19,841 91,885
--------- ---------
Total interest income 2,000,050 1,624,016
INTEREST EXPENSE
Deposits 578,775 525,138
Federal Home Loan Bank advances 319,517 19,714
Other borrowings 48,807 --
------------ ------------
Total interest expense 947,099 544,852
------------ ------------
NET INTEREST INCOME 1,052,951 1,079,164
Provision for loan losses 30,000 30,000
------------ ------------
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 1,022,951 1,049,164
NONINTEREST INCOME
Service charges and other fees 40,355 38,301
Other income 17,030 12,355
------------ ------------
Total noninterest income 57,385 50,656
NONINTEREST EXPENSE
Salaries and employee benefits 370,543 273,521
Occupancy and equipment 41,683 34,985
State franchise taxes 76,500 38,100
Computer processing 28,285 30,713
SAIF deposit insurance premiums 8,316 8,413
Legal, audit and supervisory exam fees 39,245 22,500
Director fees 20,800 21,625
Other expense 72,732 57,845
------------ ------------
Total noninterest expense 658,104 487,702
------------ ------------
INCOME BEFORE INCOME TAXES 422,232 612,118
Income tax expense 166,300 219,600
------------ ------------
NET INCOME 255,932 392,518
Other comprehensive income, net of tax (28,075) 43,139
------------ ------------
COMPREHENSIVE INCOME $ 227,857 $ 435,657
============ ============
BASIC EARNINGS PER COMMON SHARE $ .15 $ .19
============ ============
DILUTED EARNINGS PER COMMON SHARE $ .14 $ .19
============ ============
</TABLE>
See accompanying notes to consolidated financial statements.
4.
<PAGE> 5
HOME LOAN FINANCIAL CORPORATION
ITEM 1. CONDENSED FINANCIAL STATEMENTS
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
Three Months Ended September 30, 1999 and 1998
(Unaudited)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Unrealized
Gain on
Additional Unearned Unearned Securities
Paid-In Retained ESOP RRP Treasury Available
Capital Earnings Shares Shares Shares for Sale Total
------- -------- ------ ------ ------ -------- -----
<S> <C> <C> <C> <C> <C> <C> <C>
Balance at July 1, 1998 $ 21,948,437 $ 11,285,160 $ (1,678,690) $ -- -- $ 9,727 $ 31,564,634
Net income for the period -- 392,518 -- -- -- -- 392,518
Cash dividend - $.05 per share -- (112,413) -- -- -- -- (112,413)
Commitment to release 2,997 ESOP shares 14,985 -- 29,970 -- -- -- 44,955
Change in fair value of securities
available for sale, net of tax effects -- -- -- -- -- 43,139 43,139
------------ ------------ ------------ -------- -------- ---------- -------------
Balance at September 30, 1998 $ 21,963,422 $ 11,565,265 $ (1,648,720) $ -- -- $ 52,866 $ 31,932,833
============ ============ ============ ======== ======== ========= =============
</TABLE>
- -------------------------------------------------------------------------------
(Continued)
5.
<PAGE> 6
HOME LOAN FINANCIAL CORPORATION
ITEM 1. CONDENSED FINANCIAL STATEMENTS
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
Three Months Ended September 30, 1999 and 1998
(Unaudited)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Unrealized
Gain on
Additional Unearned Unearned Securities
Paid-In Retained ESOP RRP Treasury Available
Capital Earnings Shares Shares Shares for Sale Total
------- -------- ------ ------ ------ -------- -----
<S> <C> <C> <C> <C> <C> <C> <C>
Balance at July 1, 1999 $ 14,060,770 $ 12,154,493 $ (2,109,864) $ (1,024,269) $ (2,852,948) (329,186) $ 19,898,996
Net income for the period -- 255,932 -- -- -- -- 255,932
Cash dividend - $.065 per share -- (131,864) -- -- -- -- (131,864)
Commitment to release 3,975 ESOP
shares (1,567) -- 42,027 -- -- -- 40,460
Compensation expense with respect
to recognition and retention plan -- -- -- 47,400 -- -- 47,400
Purchase of 37,900 treasury shares -- -- -- -- (372,387) -- (372,387)
Change in fair value of securities
available for sale, net of tax
effects -- -- -- -- -- (28,075) (28,075)
------------- ------------ ------------ ------------ ------------ -------- ------------
Balance at September 30, 1999 $ 14,059,203 $ 12,278,561 $ (2,067,837) $ (976,869) $ (3,225,335) (357,261) $ 19,710,462
============= ============ ============ ============ ============ ======== ============
</TABLE>
- -------------------------------------------------------------------------------
See accompanying notes to consolidated financial statements.
6.
<PAGE> 7
HOME LOAN FINANCIAL CORPORATION
ITEM 1. CONDENSED FINANCIAL STATEMENTS
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Three Months Ended
September 30,
-------------
1999 1998
---- ----
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 255,932 $ 392,518
Adjustments to reconcile net income to net cash
from operating activities:
Depreciation 20,700 19,500
Securities amortization and accretion 378 4,819
Provision for loan losses 30,000 30,000
FHLB stock dividends (26,100) (7,100)
Compensation expense for ESOP shares 40,460 44,955
Compensation expense for RRP shares 47,400 --
Net change in accrued interest receivable and other assets (116,215) (183,881)
Net change in accrued expenses and other liabilities (16,924) 97,022
Net change in deferred loan fees 4,807 7,608
--------------- ---------------
Net cash from operating activities 240,438 405,441
CASH FLOWS FROM INVESTING ACTIVITIES
Securities available for sale:
Proceeds from maturities -- 1,250,000
Mortgage-backed securities available for sale:
Proceeds from maturities and principal paydowns 367,690 31,096
Purchases -- (1,170,340)
Net change in interest-bearing time deposits (480) (480)
Net change in loans (3,616,245) (3,705,372)
Premises and equipment expenditures (233,923) (14,503)
--------------- ---------------
Net cash from investing activities (3,482,958) (3,609,599)
CASH FLOWS FROM FINANCING ACTIVITIES
Net change in deposits 355,854 288,409
Net change in short-term FHLB advances (3,700,000) --
Net change in other short-term borrowings 125,000 --
Proceeds from long-term FHLB advances -- 2,000,000
Cash dividends paid (131,864) (112,413)
Purchase of treasury stock (372,387) --
--------------- ---------------
Net cash from financing activities (3,723,397) 2,175,996
--------------- ---------------
Net change in cash and cash equivalents (6,965,917) (1,028,162)
Cash and cash equivalents at beginning of period 8,563,948 7,657,148
--------------- ---------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 1,598,031 $ 6,628,986
=============== ===============
Supplemental disclosures of cash flow information Cash paid during the period
for:
Interest $ 963,087 $ 522,405
Income taxes 325,000 280,600
</TABLE>
- -------------------------------------------------------------------------------
See accompanying notes to consolidated financial statements.
7.
<PAGE> 8
HOME LOAN FINANCIAL CORPORATION
ITEM 1. CONDENSED FINANCIAL STATEMENTS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
- -------------------------------------------------------------------------------
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
These interim consolidated financial statements are prepared without audit and
reflect all adjustments which, in the opinion of management, are necessary to
present fairly the financial position of Home Loan Financial Corporation at
September 30, 1999, and its results of operations and cash flows for the periods
presented. All such adjustments are normal and recurring in nature. The
accompanying consolidated financial statements have been prepared in accordance
with the instructions for Form 10-QSB and, therefore, do not purport to contain
all the necessary financial disclosures required by generally accepted
accounting principles that might otherwise be necessary in the circumstances,
and should be read in conjunction with the consolidated financial statements and
notes thereto of the Home Loan Financial Corporation for the fiscal year ended
June 30, 1999. The accounting policies of the Home Loan Financial Corporation
described in the notes to the consolidated financial statements contained in the
Home Loan Financial Corporation's June 30, 1999, consolidated financial
statements, have been consistently followed in preparing this Form 10-QSB.
The consolidated financial statements include the accounts of Home Loan
Financial Corporation ("HLFC") and its wholly owned subsidiary, The Home Loan
Savings Bank ("Bank") together referred to as the Corporation. All significant
intercompany transactions and balances have been eliminated.
To prepare financial statements in conformity with generally accepted accounting
principles, management makes estimates and assumptions based on available
information. These estimates and assumptions affect the amounts reported in the
financial statements and disclosures provided, and future results could differ.
The allowance for loan losses, fair values of financial instruments and status
of contingencies are particularly subject to change.
Income tax expense is the total of current year income tax due or refundable and
the change in deferred tax assets and liabilities. Deferred tax assets and
liabilities are the expected future tax consequences for the temporary
differences between the carrying amounts and tax bases of assets and
liabilities, computed using enacted tax rates. A valuation allowance, if needed,
reduces deferred tax assets to the amount expected to be realized. Income tax
expense is based on the effective rate expected to be applicable for the entire
year.
Basic earnings per common share is net income divided by the weighted average
number of common shares outstanding during the period. Employee Stock Ownership
Plan ("ESOP") shares are considered outstanding for this calculation unless
unearned. Recognition and Retention Plan ("RRP") shares are considered
outstanding as they become vested. Diluted earnings per common share include the
dilutive effect of RRP shares and the additional potential common shares
issuable under stock options.
- -------------------------------------------------------------------------------
(Continued)
8.
<PAGE> 9
HOME LOAN FINANCIAL CORPORATION
ITEM 1. CONDENSED FINANCIAL STATEMENTS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
- -------------------------------------------------------------------------------
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Statement of Financial Accounting Standards ("SFAS") No. 133, "Accounting for
Derivative Instruments and Hedging Activities" requires companies to record
derivatives on the balance sheet as assets or liabilities, measured at fair
value. Gains or losses resulting from changes in the values of those derivatives
would be accounted for depending on the use of the derivative and whether it
qualifies for hedge accounting. The key criterion for hedge accounting is that
the hedging relationship must be highly effective in achieving offsetting
changes in fair value or cash flows. SFAS No. 133 does not allow hedging of a
security which is classified as held to maturity. Upon adoption of SFAS No. 133,
companies may reclassify any security from held to maturity to available for
sale if they wish to be able to hedge the security in the future. SFAS No. 133,
as amended by SFAS No. 137, is effective for fiscal years beginning after June
15, 2000 with early adoption encouraged for any fiscal quarter beginning July 1,
1998 or later, with no retroactive application. Management does not expect the
adoption of SFAS No. 133 to have a significant impact on the Corporation's
financial statements.
NOTE 2 - SECURITIES
Securities at September 30, 1999 and June 30, 1999 were as follows:
<TABLE>
<CAPTION>
Gross Gross Estimated
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
---- ----- ------ -----
<S> <C> <C> <C> <C>
SEPTEMBER 30, 1999
Securities available for sale
U.S. Treasury notes $ 249,925 $ 387 $ -- $ 250,312
U.S. Government agencies 2,749,117 -- (38,592) 2,710,525
-------------- ---------- ----------- ---------------
$ 2,999,042 $ 387 $ (38,592) $ 2,960,837
============== ========== =========== ===============
Mortgage-backed securities
available for sale
U.S. Government agencies $ 20,349,599 $ -- $ (503,098) $ 19,846,501
============== ========== =========== ===============
JUNE 30, 1999
Securities available for sale
U.S. Treasury notes $ 249,703 $ 1,195 $ -- $ 250,898
U.S. Government agencies 2,749,060 -- (30,235) 2,718,825
-------------- ---------- ----------- ---------------
$ 2,998,763 $ 1,195 $ (30,235) $ 2,969,723
============== ========== =========== ===============
Mortgage-backed securities
available for sale
U.S. Government agencies $ 20,717,947 $ 1,617 $ (471,344) $ 20,248,220
============== ========== =========== ===============
</TABLE>
- ------------------------------------------------------------------------------
(Continued)
9.
<PAGE> 10
HOME LOAN FINANCIAL CORPORATION
ITEM 1. CONDENSED FINANCIAL STATEMENTS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
- -------------------------------------------------------------------------------
NOTE 2 - SECURITIES (Continued)
The amortized cost and estimated fair values of securities at September 30,
1999, by contractual maturity, are shown below. Actual maturities may differ
from contractual maturities because borrowers may have the right to call or
prepay obligations with or without call or prepayment penalties. Securities not
due at a single maturity, primarily mortgage-backed securities, are shown
separately.
<TABLE>
<CAPTION>
Estimated
Amortized Fair
Cost Value
---- -----
<S> <C> <C>
Due in one year or less $ 249,925 $ 250,312
Due after one year through five years 2,749,117 2,710,525
-------------- ---------------
2,999,042 2,960,837
Mortgage-backed securities 20,349,599 19,846,501
-------------- ---------------
$ 23,348,641 $ 22,807,338
============== ===============
</TABLE>
No securities were sold during the three months ended September 30, 1999 or
1998.
NOTE 3 - LOANS
Loans at September 30, 1999 and June 30, 1999 were as follows:
<TABLE>
<CAPTION>
September 30, June 30,
1999 1999
---- ----
<S> <C> <C>
Residential real estate loans:
1 - 4 family $ 50,178,607 $ 50,059,806
Home equity 2,167,658 1,812,681
Nonresidential real estate 8,632,762 5,444,843
Real estate construction 2,453,369 2,791,291
Land 581,687 1,148,472
------------ ------------
Total real estate loans 64,014,083 61,257,093
Commercial loans 3,453,136 2,876,994
Consumer loans:
Home improvement 4,536,886 4,477,735
Automobile 3,622,917 3,408,549
Deposit 454,844 412,602
Credit card 476,488 435,749
Other 1,810,870 2,157,295
-------------- ---------------
Total consumer loans 10,902,005 10,891,930
-------------- ---------------
Total loans 78,369,224 75,026,017
Less:
Allowance for loan losses (352,940) (322,700)
Loans in process (1,212,544) (1,485,822)
Net deferred loan fees and costs (153,449) (148,642)
-------------- ---------------
$ 76,650,291 $ 73,068,853
============== ===============
</TABLE>
- ------------------------------------------------------------------------------
(Continued)
10.
<PAGE> 11
HOME LOAN FINANCIAL CORPORATION
ITEM 1. CONDENSED FINANCIAL STATEMENTS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
- -------------------------------------------------------------------------------
NOTE 3 - LOANS (Continued)
Activity in the allowance for loan losses was as follows:
<TABLE>
<CAPTION>
Three Months Ended
September 30,
-------------
1999 1998
---- ----
<S> <C> <C>
Balance at beginning of period $ 322,700 $ 223,237
Provision for losses 30,000 30,000
Charge-offs -- --
Recoveries 240 369
-------------- ---------------
Balance at end of period $ 352,940 $ 253,606
============== ===============
</TABLE>
As of September 30, 1999 and June 30, 1999 and for the three months ended
September 30, 1999 and 1998, impaired loans were immaterial. No loans were on
nonaccrual status at September 30, 1999 and June 30, 1999.
NOTE 4 - COMMITMENTS, OFF-BALANCE SHEET RISK AND CONTINGENCIES
Various contingent liabilities are not reflected in the consolidated financial
statements, including claims and legal actions arising in the ordinary course of
business. In the opinion of management, after consultation with legal counsel,
the ultimate disposition of such legal actions is not expected to have a
material effect on the Corporation's financial condition or results of
operations.
Some financial instruments are used in the normal course of business to meet the
financing needs of customers and to reduce exposure to interest rate changes.
These financial instruments include commitments to extend credit, standby
letters of credit and financial guarantees. These involve, to varying degrees,
credit and interest-rate risk more than the amounts reported in the financial
statements.
Exposure to credit loss if the other party does not perform is represented by
the contractual amount for commitments to extend credit, standby letters of
credit and financial guarantees written. The same credit policies are used for
commitments and conditional obligations as are used for loans. The amount of
collateral obtained, if deemed necessary, on extension of credit is based on
management's credit evaluation and generally consists of residential or
commercial real estate.
Commitments to extend credit are agreements to lend to a customer as long as
there is no violation of any condition established in the commitment.
Commitments generally have fixed expiration dates or other termination clauses
and may require payment of a fee. Since many of the commitments are expected to
expire without being used, the total commitments do not necessarily represent
future cash requirements. Standby letters of credit and financial guarantees
written are conditional commitments to guarantee a customer's performance to a
third party.
- ------------------------------------------------------------------------------
(Continued)
11.
<PAGE> 12
HOME LOAN FINANCIAL CORPORATION
ITEM 1. CONDENSED FINANCIAL STATEMENTS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
- -------------------------------------------------------------------------------
NOTE 4 - COMMITMENTS, OFF-BALANCE SHEET RISK AND CONTINGENCIES (Continued)
A summary of the notional or contractual amounts of financial instruments with
off-balance sheet risk at September 30, 1999 and June 30, 1999 follows:
<TABLE>
<CAPTION>
September 30, June 30,
1999 1999
---- ----
<S> <C> <C>
Lines of credit-variable rate $ 2,317,000 $ 2,268,000
1-4 family residential real estate-variable rate 1,138,000 523,000
1-4 family residential real estate-fixed rate 170,000 545,000
Commercial real estate-variable rate 1,460,000 735,000
Credit card arrangements-fixed rate 1,300,000 1,119,000
</TABLE>
The interest rates on fixed-rate commitments ranged from 7.875% to 13.90% at
September 30, 1999 and 6.75% to 13.90% at June 30, 1999. The interest rates on
variable rate commitments ranged from 6.75% to 7.75% at September 30, 1999 and
6.625% to 8.25% at June 30, 1999.
NOTE 5 - EMPLOYEE STOCK OWNERSHIP PLAN
The Corporation offers an employee stock ownership plan ("ESOP") for the benefit
of substantially all employees of the Corporation. The ESOP borrowed funds from
HLFC in order to acquire 179,860 common shares of HLFC at $10.00 per share. The
loan is secured by the shares purchased with the loan proceeds and will be
repaid by the ESOP with funds from the Bank's discretionary contributions to the
ESOP and earnings on ESOP assets. The shares purchased with the loan proceeds
are held in a suspense account for allocation among participants as the loan is
repaid. When loan payments are made, ESOP shares are allocated to participants
based on relative compensation.
In May 1999, the Corporation declared and paid a $4.00 per share return of
capital distribution. The ESOP received $674,812 from the return of capital
distribution on 168,703 unallocated shares. The ESOP purchased an additional
54,757 shares with the proceeds from the return of capital distribution. The
additional shares purchased will be held in suspense and allocated to
participants in a manner similar to the original ESOP shares.
- ------------------------------------------------------------------------------
(Continued)
12.
<PAGE> 13
HOME LOAN FINANCIAL CORPORATION
ITEM 1. CONDENSED FINANCIAL STATEMENTS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
- -------------------------------------------------------------------------------
NOTE 5 - EMPLOYEE STOCK OWNERSHIP PLAN (Continued)
ESOP compensation expense was $40,460 and $44,955 for the three months ended
September 30, 1999 and September 30, 1998. The ESOP shares at September 30, 1999
and June 30, 1999 were as follows:
<TABLE>
<CAPTION>
September 30, June 30,
1999 1999
---- ----
<S> <C> <C>
Allocated shares 35,041 11,157
Shares committed to be released for allocation 3,975 23,884
Unreleased shares 195,601 199,576
------------- --------------
Total ESOP shares 234,617 234,617
============= ==============
Fair value of unreleased shares $ 1,858,210 $ 1,871,025
============= ==============
</TABLE>
NOTE 6 - STOCK OPTION AND INCENTIVE PLAN
The Home Loan Financial Corporation 1998 Stock Option and Incentive Plan
("Plan") was approved by shareholders on October 13, 1998. A total of 224,825
common shares is available for granting stock options pursuant to the Plan. In
October 1998, the Board of Directors granted options to purchase 180,170 common
shares at an exercise price of $7.69, after adjustment for the return of capital
distribution, to certain officers and directors of the Corporation. One-fifth of
the options awarded become first exercisable on each of the first five
anniversaries of the date of grant. The option period expires 10 years from the
date of grant. There are 44,655 shares of authorized but unissued common stock
reserved for which no options have been granted. Employee compensation expense
under stock option plans is reported only if options are granted below market
price at the grant date.
NOTE 7 - RECOGNITION AND RETENTION PLAN
A Recognition and Retention Plan ("RRP") was adopted by the Board of Directors
and approved by the shareholders of the Corporation on October 13, 1998 to
purchase 89,390 common shares, which is equal to 4% of the common shares sold in
connection with the Conversion. The RRP will be used to provide such individuals
ownership interest in the Corporation in a manner designed to compensate such
directors and key employees for services to the Corporation.
In conjunction with the adoption of the RRP on October 13, 1998, the Board of
Directors awarded 72,866 shares to certain directors and officers of the
Corporation. One-fifth of such shares will be earned and nonforfeitable on each
of the first five anniversaries of the date of the awards. However, in case of
the death or disability of a participant, the participant's shares will be
deemed earned and nonforfeitable upon such date. At September 30, 1999, no
shares have vested. There were 17,064 shares reserved for future awards.
Compensation expense related to RRP shares is based upon the cost of the shares,
which approximates fair value at the date of grant.
Compensation expense was $47,400 for the three months ended September 30, 1999.
- ------------------------------------------------------------------------------
(Continued)
13.
<PAGE> 14
HOME LOAN FINANCIAL CORPORATION
ITEM 1. CONDENSED FINANCIAL STATEMENTS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
- -------------------------------------------------------------------------------
NOTE 8 - EARNINGS PER SHARE
The factors used in the earnings per share computation are as follows.
<TABLE>
<CAPTION>
Three Months Ended
September 30,
-------------
1999 1998
---- ----
<S> <C> <C>
Basic
Net income $ 255,932 $ 392,518
============= ==============
Weighted average common shares outstanding 2,016,395 2,248,250
Less: Average unallocated ESOP shares (197,638) (166,370)
Less: Average nonvested RRP shares (77,712) --
------------- --------------
Average shares 1,741,045 2,081,880
============= ==============
Basic earnings per common share $ .15 $ .19
============= ==============
Diluted
Net income $ 255,932 $ 392,518
============= ==============
Weighted average common shares outstanding
for basic earnings per common share 1,741,045 2,081,880
Add: Dilutive effects of assumed exercises of stock options 32,304 --
------------- -------------
Average shares and dilutive potential
common shares 1,773,349 2,081,880
============= ==============
Diluted earnings per common share $ .14 $ .19
============= ==============
</TABLE>
Unearned RRP shares did not have a dilutive effect on earnings per share for the
three months ended September 30, 1999, as the fair value of the RRP shares on
the date of grant was greater than the average market price for the period. No
RRP shares or stock options had been awarded as of September 30, 1998.
NOTE 9 - OTHER COMPREHENSIVE INCOME
Other comprehensive income components and related taxes were as follows.
<TABLE>
<CAPTION>
Three Months Ended
September 30,
-------------
1999 1998
---- ----
<S> <C> <C>
Net unrealized holding gains and losses on
available-for-sale securities $ (42,536) $ 65,362
Tax effect 14,461 (22,223)
------------- --------------
Other comprehensive income $ (28,075) $ 43,139
============= ==============
</TABLE>
- ------------------------------------------------------------------------------
(Continued)
14.
<PAGE> 15
HOME LOAN FINANCIAL CORPORATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
- ------------------------------------------------------------------------------
INTRODUCTION
In the following pages, management presents an analysis of the consolidated
financial condition of Home Loan Financial Corporation as of September 30, 1999
compared to June 30, 1999, and the consolidated results of operations for the
three months ended September 30, 1999 compared with the same period in 1998.
This discussion is designed to provide a more comprehensive review of the
operating results and financial position than what could be obtained from an
examination of the consolidated financial statements alone. This analysis should
be read in conjunction with the interim consolidated financial statements and
related footnotes included herein.
FORWARD LOOKING STATEMENTS
When used in this discussion or future filings by the Corporation with the
Securities and Exchange Commission, or other public or shareholder
communications, or in oral statements made with the approval of an authorized
executive officer, the words or phrases "will likely result," "are expected to,"
"will continue," "is anticipated," "estimate," "project," "believe" or similar
expressions are intended to identify "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995. The Corporation
wishes to caution readers not to place undue reliance on any such
forward-looking statements, which speak only as of the date made, and to advise
readers that various factors, including regional and national economic
conditions, changes in levels of market interest rates, credit risks of lending
activities and competitive and regulatory factors, could affect the
Corporation's financial performance and could cause the Corporation's actual
results for future periods to differ materially from those anticipated or
projected.
The Corporation is not aware of any trends, events or uncertainties that will
have or are reasonably likely to have a material effect on its liquidity,
capital resources or operations except as discussed herein. The Corporation is
not aware of any current recommendations by regulatory authorities that would
have such effect if implemented.
The Corporation does not undertake, and specifically disclaims, any obligation
to publicly release the result of any revisions that may be made to any
forward-looking statements to reflect occurrence of anticipated or unanticipated
events or circumstances after the date of such statements.
FINANCIAL CONDITION
Total assets at September 30, 1999 were $104.4 million compared to $107.9
million at June 30, 1999, a decrease of $3.5 million, or 3.2%. The decrease in
total assets was primarily in cash and cash equivalents. These funds were used
to fund loan growth and repay Federal Home Loan Bank advances. Loan growth,
which totaled $3.6 million, consisted primarily of nonresidential real estate
loans, which increased $3.2 million. The growth in nonresidential real estate
loans was due to competitive pricing, which resulted in one large loan and
several smaller loans being originated during the quarter.
Total deposits increased $0.4 million, from $56.5 million at June 30, 1999, to
$56.9 million at September 30, 1999. The increase in deposits was primarily in
certificate of deposits, which increased $0.9 million due to the Bank being more
competitive on rates paid compared to the market. This increase was partially
offset by decreases in NOW and money market accounts and savings accounts. The
certificates of deposit portfolio as a percent of total deposits increased from
48.8% at June 30, 1999 to 50.0% at September 30, 1999. Almost all certificates
of deposit mature in less than three years with the majority maturing in the
next year.
- ------------------------------------------------------------------------------
(Continued)
15.
<PAGE> 16
HOME LOAN FINANCIAL CORPORATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
- ------------------------------------------------------------------------------
Federal Home Loan Bank ("FHLB") advances totaled $24.5 million at September 30,
1999, compared to $28.2 million at June 30, 1999, a decrease of $3.7 million.
The Corporation utilized some of its liquidity to repay a portion of the
borrowings under the Bank's $10 million cash-management line of credit with the
FHLB. At September 30, 1999 and June 30, 1999, $2.5 million and $6.2 million was
outstanding on this line. The Corporation had no changes in its long-term
advances from the FHLB. The interest rates on the long-term borrowings are fixed
for a specified number of years, then convertible to variable rates at the
option of the FHLB. Interest is due monthly and principal is due upon maturity.
If the convertible option is exercised, the advance may be prepaid without
penalty.
COMPARISON OF RESULTS OF OPERATIONS FOR THE THREE MONTHS
ENDED SEPTEMBER 30, 1999 AND SEPTEMBER 30, 1998
General economic conditions, the monetary and fiscal policies of federal
agencies and the regulatory policies of agencies that regulate financial
institutions affect the operating results of the Corporation. Interest rates on
competing investments and general market rates of interest influence the
Corporation's cost of funds. The demand for real estate loans and other types of
loans influence lending activities, which in turn is affected by the interest
rates at which such loans are made, general economic conditions and the
availability of funds for lending activities.
The Corporation's net income primarily depends on its net interest income, which
is the difference between the interest income earned on interest-earning assets,
such as loans and securities, and interest expense incurred on interest-bearing
liabilities, such as deposits and borrowings. The level of net interest income
is dependent on the interest rate environment and the volume and composition of
interest-earning assets and interest-bearing liabilities. Provisions for loan
losses, service charges, gains on the sale of assets, other income, noninterest
expense and income taxes also affect net income.
Net income was $255,932 for the three months ended September 30, 1999, compared
to $392,518 for the three months ended September 30, 1998. The decrease in net
income for the three months ended September 30, 1999 was the result of an
increase in noninterest expense and a slight decrease in net interest income.
Net interest income totaled $1,052,951 for the three months ended September 30,
1999, compared to $1,079,164 for the three months ended September 30, 1998,
representing a decrease of $26,213, or 2.4%. The change in net interest income
is attributable to a decrease in the ratio of average interest-earning assets to
average interest-bearing liabilities for the comparable periods due to a special
capital distribution of $4.00 per share, or $8.5 million, paid to shareholders
in May 1999, which was funded with borrowings. The resulting increase in
interest expense was partially offset by the increase in interest income from an
increased volume of average earning assets.
Interest and fees on loans increased $245,239, or 18.6%, from $1,316,504 for the
three months ended September 30, 1998 to $1,561,743 for the three months ended
September 30, 1999. The increase was due to a higher average balance of loans
resulting from strong loan demand.
Interest earned on securities totaled $392,325 for the three months ended
September 30, 1999, compared to $208,445 for the three months ended September
30, 1998. The increase was a result of a higher average balance of securities
partially offset by a decrease in the yield earned. The higher average balance
of securities was due to the purchase of $20.0 million of mortgage-backed
securities in March 1999 as part of the Corporation's capital leveraging
strategy.
- ------------------------------------------------------------------------------
(Continued)
16.
<PAGE> 17
HOME LOAN FINANCIAL CORPORATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
- ------------------------------------------------------------------------------
Interest on interest-bearing deposits and federal funds sold decreased
$72,044 from $91,885 for the three months ended September 30, 1998 to $19,841
for the three months ended September 30, 1999. The decrease was the result of
lower average balances of interest bearing deposits and federal funds sold
primarily due to the payment of the special capital distribution.
Dividends on FHLB stock increased for the three months ended September 30, 1999,
compared to the three months ended September 30, 1998, primarily due to an
increase in the number of shares of FHLB stock owned. The increase in FHLB stock
was required to obtain the volume of advances.
Interest paid on deposits increased $53,637 for the three months ended September
30, 1999, compared to the three months ended September 30, 1998. The increase in
interest expense was the result of a slight decrease in the cost of funds
partially offset by an increase in the average balance of deposits. The decrease
in the cost of funds was primarily due to general market conditions.
Interest on FHLB advances totaled $319,517 for the three months ended September
30, 1999, compared to $19,714 for the three months ended September 30, 1998. The
increase in interest expense was the result of an increase in the average
balance of FHLB advances. The additional borrowings were used to provide funding
for fixed-rate loan demand and investment in mortgage-backed securities to
better leverage the Corporation's capital position.
The Corporation maintains an allowance for loan losses in an amount that, in
management's judgment, is adequate to absorb probable losses in the loan
portfolio. While management utilizes its best judgment and information
available, the ultimate adequacy of the allowance is dependent on a variety of
factors, including the performance of the loan portfolio, the economy, changes
in real estate values and interest rates and the view of the regulatory
authorities toward loan classifications. The provision for loan losses is
determined by management as the amount to be added to the allowance for loan
losses after net charge-offs have been deducted to bring the allowance to a
level which is considered adequate to absorb probable losses inherent in the
loan portfolio. The amount of the provision is based on management's monthly
review of the loan portfolio and consideration of such factors as historical
loss experience, known and inherent risks in the nature and volume of the
portfolio, general prevailing economic conditions, changes in the size and
composition of the loan portfolio and specific borrower considerations,
including the ability of the borrower to repay the loan and the estimated value
of the underlying collateral.
The provision for loan losses totaled $30,000 for the three months ended
September 30, 1999 and 1998. The Corporation has not experienced significant net
charge-offs in any of the periods presented. The Corporation's low charge-off
history is the product of a variety of factors, including the Corporation's
underwriting guidelines, which generally require a loan-to-value or projected
completed value ratio of 80% for the purchase or construction of one to
four-family residential properties and 75% for commercial real estate and land
loans, established income information and defined ratios of debt to income. The
allowance for loan losses totaled $353,000, or 0.46% of total loans, net of
loans in process and net deferred loan fees and costs at September 30, 1999,
compared with $323,000, or 0.44%, at June 30, 1999.
Noninterest income includes service fees and other miscellaneous income. For the
three months ended September 30, 1999, noninterest income totaled $57,385
compared to $50,656 for the three months ended September 30, 1998.
- ------------------------------------------------------------------------------
(Continued)
17.
<PAGE> 18
HOME LOAN FINANCIAL CORPORATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
- ------------------------------------------------------------------------------
Noninterest expense totaled $658,104 for the three months ended September 30,
1999, compared to $487,702 for the same period in 1998. This increase was due
primarily to increases in salaries and employee benefits; occupancy and
equipment expense; state franchise taxes; legal, audit and supervisory exam
fees; and, other expense. The increase in salaries and employee benefits was the
result of normal, annual merit increases, additional staffing hired for the new
branch in West Lafayette, Ohio, which opened in October 1999 and the RRP which
did not exist during the three months ended September 30, 1998. The occupancy
and equipment expense increase was due to increased depreciation on furniture,
fixtures and equipment. The increase in state franchise taxes was due to higher
capital levels from the stock conversion. Legal, audit and supervisory exam fees
and other expense increases were primarily due to the change in the
Corporation's structure as a result of the stock conversion.
The volatility of income tax expense is primarily attributable to the change in
net income before income taxes. The effective tax rate was 39.4% for the three
months ended September 30, 1999, compared to 35.9% for the three months ended
September 30, 1998. The primary reason for the increase in the effective tax
rate relates to the Corporation's ESOP.
LIQUIDITY AND CAPITAL RESOURCES
The Corporation's liquidity, primarily represented by cash and cash equivalents,
is a result of its operating, investing and financing activities. These
activities are summarized below for the three months ended September 30, 1999
and 1998.
<TABLE>
<CAPTION>
Three Months
Ended September 30,
-------------------
1999 1998
---- ----
(Dollars in thousands)
<S> <C> <C>
Net income $ 256 $ 393
Adjustments to reconcile net income to net cash from
operating activities (16) 13
------------ ------------
Net cash from operating activities 240 406
Net cash from investing activities (3,483) (3,610)
Net cash from financing activities (3,723) 2,176
------------ ------------
Net change in cash and cash equivalents (6,966) (1,028)
Cash and cash equivalents at beginning of period 8,564 7,657
---------- -----------
Cash and cash equivalents at end of period $ 1,598 $ 6,629
============ ============
</TABLE>
The Corporation's principal sources of funds are deposits, loan repayments,
maturities of securities, and other funds provided by operations. The
Corporation also has the ability to borrow from the FHLB and other sources.
While scheduled loan repayments and maturing securities are relatively
predictable, interest rates, general economic conditions, and competition
influence early loan prepayments, mortgage-backed security prepayments and
deposit flows. The Corporation maintains investments in liquid assets based on
management's assessment of (1) need for funds, (2) expected deposit flows, (3)
yields available on short-term liquid assets and (4) objectives of the
asset/liability management program.
Office of Thrift Supervision ("OTS") regulations presently require the Bank to
maintain an average daily balance of investments in United States Treasury,
federal agency obligations and other investments having maturities of five years
or less in an amount equal to 4% of the sum of the Bank's average daily balance
of net withdrawable deposit accounts and borrowings payable in one year or less.
The liquidity
- ------------------------------------------------------------------------------
(Continued)
18.
<PAGE> 19
HOME LOAN FINANCIAL CORPORATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
- ------------------------------------------------------------------------------
requirement, which may be changed from time to time by the OTS to reflect
changing economic conditions, is intended to provide a source of relatively
liquid funds on which the Bank may rely, if necessary, to fund deposit
withdrawals or other short-term funding needs. At September 30, 1999, the Bank's
regulatory liquidity was 9.12%. At such date, the Corporation had commitments to
originate variable rate residential and commercial real estate mortgage loans
totaling $2,598,000 and fixed rate residential real estate mortgage loans
totaling $170,000. Loan commitments are generally for 30 days. The Corporation
considers its liquidity and capital reserves sufficient to meet its outstanding
short- and long-term needs. See Note 4 of the Notes to Consolidated Financial
Statements.
The Bank is required by regulations to meet certain minimum capital
requirements. Failure to meet minimum capital requirements can initiate certain
mandatory actions that, if undertaken, could have a direct material affect on
the Bank's financial statements. Current capital requirements call for tangible
capital of 1.5% of adjusted total assets, core capital (which, for the Bank,
consists solely of tangible capital) of 3.0% of adjusted total assets and
risk-based capital (which, for the Bank, consists of core capital and general
valuation allowances) of 8.0% of risk-weighted assets (assets are weighted at
percentage levels ranging from 0% to 100% depending on their relative risk). The
following table indicates that the requirement for core capital is 4.0% because
that is the level that the OTS prompt corrective-action regulations require to
be considered adequately capitalized. At September 30, 1999, and June 30, 1999,
the Bank complies with all regulatory capital requirements. Based on the Bank's
computed regulatory capital ratios, the Bank is considered well capitalized
under the applicable requirements at September 30, 1999 and June 30, 1999.
Management is not aware of any matter after the latest regulatory exam that
would cause the Bank's capital category to change.
At September 30, 1999 and June 30, 1999, the Bank's actual capital levels and
minimum required levels were as follows:
<TABLE>
<CAPTION>
Minimum Minimum
Required To Be Required To Be
Adequately Capitalized Well Capitalized
Under Prompt Corrective Under Prompt Corrective
Actual Action Regulations Action Regulations
Amount Ratio Amount Ratio Amount Ratio
------ ----- ------ ----- ------ -----
(Dollars in thousands)
SEPTEMBER 30, 1999
<S> <C> <C> <C> <C> <C> <C>
Total capital (to risk-
weighted assets) $ 21,319 36.3% $ 4,693 8.0% $ 5,866 10.0%
Tier 1 (core) capital (to
risk-weighted assets) 20,966 35.7 2,347 4.0 3,520 6.0
Tier 1 (core) capital (to
adjusted total assets) 20,966 20.0 4,198 4.0 5,248 5.0
Tangible capital (to
adjusted total assets) 20,966 20.0 1,574 1.5 N/A
</TABLE>
- ------------------------------------------------------------------------------
(Continued)
19.
<PAGE> 20
HOME LOAN FINANCIAL CORPORATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
- ------------------------------------------------------------------------------
In addition to certain federal income tax considerations, Office of Thrift
Supervision ("OTS") regulations impose limitations on the payment of dividends
and other capital distributions by savings associations. Under OTS regulations
applicable to converted savings associations, the Bank is not permitted to pay a
cash dividend on its common shares if its regulatory capital would, as a result
of payment of such dividends, be reduced below the amount required for the
liquidation account established in connection with the Conversion, or below
applicable regulatory capital requirements prescribed by the OTS.
An application must be submitted and approval from the OTS must be obtained by a
subsidiary of a savings and loan holding company (1) if the proposed
distribution would cause total distributions for that year to exceed net income
for that calendar year to date plus the savings association's retained net
income for the preceding two years; (2) if the savings association will not be
at least adequately capitalized following the capital distribution; (3) if the
proposed distribution would violate a prohibition contained in any applicable
statute, regulation or agreement between the savings association and the OTS (or
the FDIC), or a condition imposed on the savings association in an OTS approved
application or notice; or, (4) if the savings association has not received
certain favorable examination ratings from the OTS. If a savings association
subsidiary of a holding company is not required to file an application, it must
file a notice with the OTS.
In August 1999, the Board of Directors of the Corporation authorized the
purchase of up to 5% of the Corporation's outstanding common shares over a
one-year period. As of September 30, 1999, 37,900 shares have been purchased
under the 5% repurchase.
In October 1998, the Bank acquired real estate in West Lafayette, Ohio to
construct a new, full-service branch banking office. The total completed cost of
the branch banking office is expected to be $700,000. The branch opened on
October 20, 1999.
YEAR 2000 CONSIDERATIONS
The Bank's lending and deposit activities are almost entirely dependent upon
computer systems which process and record transactions, although the Bank can
effectively operate with manual systems for brief periods when its electronic
systems malfunction or cannot be accessed. The Bank uses the services of a
nationally-recognized data processing service bureau that specializes in data
processing for financial institutions. In addition to its basic operating
activities, the Bank's facilities and infrastructure, such as security systems
and communications equipment, are dependent to varying degrees upon computer
systems.
The Bank has identified three companies whose services are deemed critical to
the mission of the Bank. All three mission critical systems have been tested for
Year 2000 compliance with no Year 2000 problems being noted. As a contingency
plan, however, the Bank has determined that if such service providers were to
have their systems fail, the Bank would implement manual systems until such
systems could be re-established by the same or different providers. The Bank
does not anticipate that short-term manual systems resulting from a change in
suppliers or servicers would have a material adverse effect on the Bank's
operations, although it cannot guarantee that it will not. The Bank has incurred
approximately $15,000 to make such systems Year 2000 compliant. The Bank does
not anticipate any additional material costs associated with Year 2000
compliance.
- ------------------------------------------------------------------------------
(Continued)
20.
<PAGE> 21
In addition to possible expense related to its own systems, the Bank could incur
losses if loan payments are delayed due to Year 2000 problems affecting any of
the Bank's significant borrowers or impairing the payroll systems of large
employers in the Bank's primary market area. Because the Bank's loan portfolio
is highly diversified with regard to individual borrowers and types of
businesses and the Bank's primary market area is not significantly dependent
upon one employer or industry, the Bank does not expect any significant or
prolonged Year 2000 related difficulties that will affect net earnings or cash
flow, although no guarantee can be provided in that regard.
21.
<PAGE> 22
HOME LOAN FINANCIAL CORPORATION
PART II - OTHER INFORMATION
- ------------------------------------------------------------------------------
Item 1. LEGAL PROCEEDINGS
None
Item 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
None
Item 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On October 12, 1999, the Annual Meeting of the Shareholders of the
Corporation was held. The following members of the Board of Directors
of the Corporation were reelected by the votes set forth below for
terms expiring in 2000:
<TABLE>
<CAPTION>
FOR WITHHELD
--- --------
<S> <C> <C>
Neal J. Caldwell 1,709,028 3,725
Charles H. Durmis 1,708,903 3,850
Robert C. Hamilton 1,709,028 3,725
Robert D. Mauch 1,709,028 3,725
Douglas L. Randles 1,709,028 3,725
</TABLE>
These other matters were submitted to the Shareholders, for which
the following votes were cast:
1. The ratification of the selection of Crowe, Chizek and Company
LLP as the auditors of Home Loan Financial Corporation for the
current fiscal year.
FOR AGAINST ABSTAIN
--- ------- -------
1,708,727 826 3,200
Item 5. OTHER INFORMATION
None
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibit No. 27: Financial Data Schedule
(b) No current reports on Form 8-K were filed by the small business
issuer during the quarter ended September 30, 1999.
- ------------------------------------------------------------------------------
22.
<PAGE> 23
HOME LOAN FINANCIAL CORPORATION
SIGNATURES
- ------------------------------------------------------------------------------
Pursuant to the requirement of the Securities Exchange Act of 1934, the small
business issuer has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: November 12, 1999 /s/ Robert C. Hamilton
------------------------ -------------------------------------
Robert C. Hamilton
President and Chief Executive Officer
Date: November 12, 1999 /s/ Preston W. Bair
------------------------ -------------------------------------
Preston W. Bair
Secretary, Treasurer and Chief
Financial Officer
- ------------------------------------------------------------------------------
23.
<PAGE> 24
INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION PAGE NUMBER
- ------ ----------- -----------
27 Financial Data Schedule 25
- ------------------------------------------------------------------------------
24.
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET AND THE CONSOLIDATED STATEMENT OF INCOME FILED AS
PART OF THE QUARTERLY REPORT ON FORM 10-QSB AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-2000
<PERIOD-START> JUL-01-1999
<PERIOD-END> SEP-30-1999
<CASH> 1,598
<INT-BEARING-DEPOSITS> 36
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 24,264
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 76,650
<ALLOWANCE> 353
<TOTAL-ASSETS> 104,431
<DEPOSITS> 56,850
<SHORT-TERM> 4,975
<LIABILITIES-OTHER> 895
<LONG-TERM> 22,000
0
0
<COMMON> 0
<OTHER-SE> 19,710
<TOTAL-LIABILITIES-AND-EQUITY> 104,431
<INTEREST-LOAN> 1,562
<INTEREST-INVEST> 418
<INTEREST-OTHER> 20
<INTEREST-TOTAL> 2,000
<INTEREST-DEPOSIT> 579
<INTEREST-EXPENSE> 947
<INTEREST-INCOME-NET> 1,053
<LOAN-LOSSES> 30
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 658
<INCOME-PRETAX> 422
<INCOME-PRE-EXTRAORDINARY> 256
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 256
<EPS-BASIC> .15
<EPS-DILUTED> .14
<YIELD-ACTUAL> 4.14
<LOANS-NON> 0
<LOANS-PAST> 107
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 322
<CHARGE-OFFS> 30
<RECOVERIES> 1
<ALLOWANCE-CLOSE> 353
<ALLOWANCE-DOMESTIC> 353
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 80
</TABLE>
