FFY FINANCIAL CORP
8-K, 1996-10-16
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                                 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)

                                October 15, 1996
                                ----------------


                               FFY FINANCIAL CORP
          ------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


     Delaware                       0-21638                       34-1735753
- --------------------------------------------------------------------------------
 (State or other            (Commission File Number)            (IRS Employer
 jurisdiction of                                                Identification
  incorporation)                                                    Number)


 724 Boardman-Poland Road, Youngstown, Ohio                         44512
- --------------------------------------------------------------------------------
  (Address of principal executive offices)                        (Zip Code)


Registrant's telephone number, including area code:               330-726-3396
- --------------------------------------------------------------------------------


                                      N/A
       ------------------------------------------------------------------
         (Former name or former address, if changed since last report)



Item 5.    Other Events

      On October 15, 1996, the Registrant issued the attached press release.


Item 7.    Financial Statements and Exhibits

           (a)   Fiancial Statements


FFY FINANCIAL CORP. AND SUBSIDIARY
(unaudited)

<TABLE>
<CAPTION>
Selected Consolidated Financial Condition Data:       September 30,    June 30,      %
(Dollars in thousands)                                    1996           1996      Change
                                                      -------------    --------    ------

<S>                                                     <C>            <C>           <C>
Total assets                                            $602,557       $575,602       5%
Loans receivable, net                                    449,145        438,790       2%
Allowance for loan losses                                  3,545          3,439       3%
Non-performing assets                                      5,067          4,673       8%
Securities available for sale (1)                        125,023        109,836      14%
Deposits                                                 448,910        456,541      -2%
Securities sold under agreements to repurchase             6,619          6,640      -0%
Borrowed funds                                            32,655          1,200       NM
Stockholders' equity                                     102,228        101,921       0%
</TABLE>


<TABLE>
<CAPTION>
                                                                     Three Months Ended
                                                                        September 30,
                                                               ------------------------------
Selected Consolidated Operations Data:                                                    %
(Dollars in thousands except per share amounts)                  1996        1995      Change
                                                               --------    --------    ------

<S>                                                            <C>         <C>          <C>
Total interest income                                          $ 11,209    $ 10,848       3%
Total interest expense                                            5,566       5,603      -1%
                                                               --------------------
Net interest income                                               5,643       5,245       8%
Provision for loan losses                                           155          76     104%
                                                               --------------------
Net interest income after provision for loan losses               5,488       5,169       6%
Non-interest income                                                 219         255      NM
Loss on sale of securities                                         (543)          0      NM
Total non-interest expense                                       (5,953)     (2,942)    102%
                                                               --------------------
Income (loss) before federal income taxes                          (789)      2,482      NM
Federal income tax expense (benefit)                               (293)        830      NM
                                                               --------------------
Net income (loss)                                              $   (496)   $  1,652      NM
                                                               ====================

Earnings (loss) per share                                      $  (0.10)   $   0.32      NM
                                                               ====================

Cash dividends declared per share                              $  0.175    $   0.15      17%
                                                               ====================

<FN>
<F1> Includes $28.8 million in securities  which  management  decided to sell at
     September 30, 1996 resulting in a charge of $340,000 after tax, or $.07 per
     share representing a write-down for other-than-temporary impairment at that
     date.
</FN>
</TABLE>


FFY FINANCIAL CORP. AND SUBSIDIARY
(unaudited)


<TABLE>
<CAPTION>
                                                                         Three Months Ended
                                                                            September 30,
                                                                     ---------------------------
Selected Financial Ratios and Other Data:                               1996            1995
                                                                     -----------     -----------

<S>                                                                   <C>             <C>
Performance Ratios:
  Return on assets (ratio of net income to average total assets)      -0.34% (2)       1.15% (2)
  Interest rate spread information:
    Average during period (3)                                          3.28% (2)       2.88% (2)
    End of period (3)                                                  2.93%           2.69%
  Net interest margin (1)  (3)                                         4.08% (2)       3.75% (2)
  Ratio of operating expense to average total assets                   4.13% (2)       2.04% (2)
  Return on equity (ratio of net income to average equity)            -1.94% (2)       6.16% (2)
  Dividend payout ratio                                                 NM            46.88%
  Liquidity Ratio (bank only)                                         10.32%          16.00%

Quality Ratios:
  Non-performing assets to total assets at end of period               0.84%           0.85%
  Allowance for loan losses to non-performing assets                  69.96%          66.38%
  Provision for loan losses to total loans receivable, net             0.14% (2)       0.07% (2)

Capital Ratios:
  Equity to total assets at end of period                             16.97%          18.82%
  Average equity to average assets                                    17.76%          18.61%
  Book value per share                                               $19.98          $19.88
  Decrease in book value per share due to SFAS No. 115              ($ 0.07)        ($ 0.05)
  Ratio of average interest-earning assets to average 
   interest-bearing liabilities                                        1.20 x          1.22 x
  Regulatory capital ratios: (Bank only)
    Tangible capital - 1.50% required                                  9.40%           9.85%
    Core capital - 3.00% required                                      9.40%           9.85%
    Risk-based capital - 8.00% required                               16.97%          18.79%

<FN>
<F1> Net interest income divided by average interest earning assets - calculated
     without  consideration  of the unrealized loss on securities  available for
     sale.
<F2> Annualized.
<F3> Ratio is presented on a fully taxable  equivalent basis using the company's
     federal statutory tax rate of 34%.
</FN>
</TABLE>

           (b)   Exhibits

                 20.1.   Press release, dated October 15, 1996.


                                   SIGNATURES

      Pursuant to the  requirements of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  Report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


                                            FFY FINANCIAL CORP.

Date:  October 16, 1996                     By:  /s/ JEFFREY L. FRANCIS
       ---------------------                     ------------------------------
                                                     Jeffrey L. Francis,
                                                     President and CEO






                              FFY Financial Corp.


For Immediate Release                            For Further Information:
Tuesday, October 15, 1996                        Jeff Francis, President and CEO
                                                 Terri Liutkus, Treasurer
                                                 330/726-3396 - telephone
                                                 330/758-1356 - telecopier


FFY Financial Corp. Reports 1st Quarter Loss and Regular Dividend Increase

      Youngstown,  Ohio, October 15, 1996 - FFY Financial Corp.  (NASDAQ:  FFYF)
announced  a net loss of  ($496,000)  or ($.10)  per share for its first  fiscal
quarter ended September 30, 1996. The net loss for the current quarter  compared
to net income of $1.7 million, or $.32 per share for the quarter ended September
30,  1995.  The  net  loss  for  the  quarter  is due to a  one-time  charge  of
approximately $2.0 million after tax, or $.41 per share,  representing a special
assessment  of 65.7  basis  points on the bank's  deposits  held as of March 31,
1995, as a result of the recently  enacted  legislation to recapitalize the SAIF
insurance fund. The bank expects to realize annual savings of approximately $.10
per share ($475,000  after tax, based on current  deposit  levels)  beginning in
January  1997  as  a  result  of  reduced   deposit   premiums   following   the
recapitalization  of the SAIF fund.  The current  quarter  loss also  includes a
charge of $340,000  after tax, or $.07 per share,  representing a write-down for
other-than-temporary  impairment  in the  value of  certain  available  for sale
securities which management decided to sell at September 30, 1996. Proceeds from
the sale,  which was  completed in October  1996,  will be used for liquidity or
reinvestment  purposes.  If not for the  one-time  charge or the  write-down  of
securities,  the  company's  earnings for the quarter  ended  September 30, 1996
would have been $1.8 million, or $.37 per share.

      Assets  totaled $602.6 million at September 30, 1996, an increase of $27.0
million,  or 4.7% from $575.6  million at June 30, 1996.  The increase in assets
was  largely  the result of a  wholesale  growth  strategy  employed  during the
quarter  where  Federal Home Loan Bank  borrowings  were used to purchase  $24.2
million in adjustable rate mortgage-backed securities. This growth strategy will
enable the company to leverage its excess  capital,  and will be managed  within
the company's  guidelines  for  asset/liability  management,  profitability  and
overall growth objectives.

      The bank continued to experience  strong loan demand,  particularly in 1-4
family mortgages.  Net loans receivable  increased $10.4 million, or 2.4% during
the quarter ended September 30, 1996 and totaled $449.1 million at September 30,
1996.  Securities increased $15.2 million during the quarter ended September 30,
1996 and totaled  $125.0  million at  September  30,  1996 due to the  wholesale
growth  strategy  mentioned  above,  offset by the use of proceeds from maturing
securities to fund loan growth. Deposits totaled $448.9 million at September 30,
1996, a decline of $7.6 million,  or 1.7% from $456.5  million at June 30, 1996.
The  decline in  deposits  is the  result of  continued  competition  for retail
customer deposits. Traditionally,  thrift institutions, like the bank, relied on
retail deposits to provide loan funding.  The existing  competitive  environment
for customer deposits and the lack of growth in deposits experienced by the bank
over the last 3 years,  including  the current  quarter,  has caused the bank to
rely on  proceeds  from  maturing  securities  to fund the  strong  loan  demand
experienced  over the last 3 years.  Although the bank has  historically  been a
portfolio lender,  management is currently  pursuing a secondary market mortgage
lending  operation in an effort to access that  portion of the  mortgage  market
that is currently serviced by secondary market lenders.

      A review of salary and benefits expense, specifically regarding retirement
costs,  indicated that the bank's retirement  expense was  significantly  higher
than  financial  institution  industry  averages,  primarily due to the Employee
Stock  Ownership Plan (ESOP)  accounting  change that was adopted in fiscal year
1995.  This  accounting  change caused ESOP expense to be recorded at the market
value of FFYF shares,  not the original $10 cost per share as was allowed  under
previous accounting. In order to reduce retirement costs, the board of directors
approved termination of the existing defined benefit pension plan as of November
15, 1996, implementation of a 401(k) plan effective January 1, 1997 and, subject
to approval by the Internal  Revenue  Service (IRS),  restructuring  of the ESOP
loan. The termination of the defined benefit pension plan resulted in no pension
expense for the quarter ended  September  30, 1996,  compared to $39,000 for the
quarter ended  September  30, 1995,  and is expected to generate cost savings of
approximately  $156,000  before  tax  annually.  Cost  savings  associated  with
restructuring  the ESOP loan,  although  expected to be  approximately  $450,000
before tax in the first year and average  $256,000  before tax per year over the
remaining  17  year  term of the  proposed  restructured  loan,  have  not  been
reflected  in the results for the  quarter  ended  September  30,  1996,  as the
restructuring  is dependent on IRS  approval.  Cost savings will be reflected in
the company's financial statements when, and if, the IRS approves the change. No
assurance can be given as to whether the IRS will approve the restructuring.

      At its  meeting of  October  15,  1996 the  company's  board of  directors
increased its regular  quarterly  dividend from 15 cents per share to 17.5 cents
per share.  The dividend  will be paid on November 14, 1996 to  shareholders  of
record on October 31, 1996.

      Except  for the  historical  information  contained  herein,  the  matters
discussed in this press release may be deemed to be  forward-looking  statements
that involve risks and uncertainties,  including changes in economic  conditions
in the  company's  market  area,  changes in  policies by  regulatory  agencies,
fluctuations  in interest rates,  demand for loans in the company's  market area
and competition, and other risks detailed from time to time in the company's SEC
reports,  including  the report on Form 10-K for the year  ended June 30,  1996.
Actual strategies and results in future periods may differ materially from those
currently expected.  These  forward-looking  statements  represent the company's
judgment as of the date of this release.  The company  disclaims,  however,  any
intent or obligation to update these forward-looking statements.






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