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 28, 1997
----------------------
MARSHALLTOWN FINANCIAL CORPORATION
----------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-23352 42-1413971
--------------------------- ---------- ------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
303 West Main Street, Marshalltown, Iowa 50158
----------------------------------------- ------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (515)754-6000
------------
-----------------------------------------------------------
(Former name or former address, if changed since last report.)
<PAGE>
Item 5. Other Events
-------------
A press release announcing quarterly and year-end results was issued
October 28, 1997. A copy is attached as Exhibit 99.
Item 7. Financial Statements and Exhibits
---------------------------------
(c) Exhibits
99. Press release dated October 28, 1997.
Signature
<PAGE>
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.
MARSHALLTOWN FINANCIAL CORPORATION
October 28, 1997 /s/ "William C. Gross"
- ---------------- ----------------------
Date William C. Gross
Executive Vice President and
Chief Financial Officer
October 28, 1997 /s/ "Judy L. Roberts"
- ---------------- ----------------------
Date Vice President and Treasurer
[logo]
MARSHALLTOWN FINANCIAL CORPORATION
For further information contact:
Kathy L. Baker (515)754-6000
MARSHALLTOWN FINANCIAL CORPORATION
ANNOUNCES QUARTERLY RESULTS
For release October 28, 1997
Marshalltown Financial Corporation (NASDAQ:MFCX) is the parent
company of Marshalltown Savings Bank, FSB, which operates three
offices in central Iowa. As previously announced on July 1, 1997,
Marshalltown Financial Corporation entered into a definitive
agreement to merge with HMN Financial, Inc.(NASDAQ:HMNF). Under
the agreement, all outstanding shares of Marshalltown Financial's
common stock will be purchased by HMN Financial, Inc. for cash at
$17.51 per share. The agreement is subject to regulatory and
shareholder approval, a process that is expected to be completed by
the end of the year.
For the twelve-month period ended September 30, 1997,
Marshalltown Financial Corporation reported earnings of $847,055 or
$.57 per share, compared to earnings of $74,730, or $.05 per share,
for the twelve-month period ended September 30, 1996. For the
three-month period ended September 30, 1997, earnings of $180,475
or $.12 per share were reported. This compares to earnings of
$(245,915) or $(.17) per share for the same period in 1996.
For both the three- and twelve-month periods of 1997 compared
to the same periods in 1996, an increase in net interest income and
a significant decrease in operating expenses resulted in an
increase in net income. In September, 1996, the FDIC assessed a
one-time special charge of $681,920 to the Bank in order to
recapitalize the SAIF Fund. This assessment was charged to
earnings and reduced both quarterly and annual earnings by $448,020
after tax. Noninterest income for the year included $75,000
received from BankSecurity as a result of a terminated merger
transaction, which was offset by a $25,000 loss on a limited
partnership for which we received $80,000 in income tax credits.
Marshalltown Financial Corporation continues to maintain a
strong balance sheet with no nonperforming assets and capital
substantially in excess of regulatory requirements.
<PAGE>
MARSHALLTOWN FINANCIAL CORPORATION
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
SEPTEMBER 30 SEPTEMBER 30
1997 1996
<S> <C> <C>
Cash $ 4,681,416 $ 2,286,064
Investment securities held to maturity 10,087,377 9,484,506
Investment securities available for sale 2,419,896 2,314,172
Investment in limited partnerships 443,973 482,283
Mortgage-backed securities held to maturity 40,105,545 47,513,070
Loans receivable, net 66,183,349 60,284,275
Accrued interest receivable 713,098 747,918
Office properties and equipment, net 385,072 435,536
Deferred tax asset 0 57,741
Real estate acquired for investment 397,466 406,187
Other assets 74,223 171,340
------------ ------------
TOTAL ASSETS $125,491,415 $124,183,092
============ ============
LIABILITIES
- -----------
Deposits $103,709,881 $103,039,698
Advances from borrowers for taxes
and insurance 12,342 22,870
Accrued interest payable 1,031,293 886,528
Accounts payable and accrued expenses 191,318 847,015
Income taxes:
Current 33,000 48,972
Deferred 232,852 0
------------ ------------
TOTAL LIABILITIES $105,210,686 $104,845,083
------------ ------------
STOCKHOLDERS' EQUITY
- --------------------
Common stock $ 14,115 $ 14,115
Additional paid-in capital 10,599,090 10,599,090
Retained earnings, substantially restricted 9,749,169 8,902,114
Less deferred Recognition and Retention Plan (113,722) (189,694)
Unrealized gain on securities available
for sale, net 32,077 12,384
------------ ------------
TOTAL STOCKHOLDERS' EQUITY $ 20,280,729 $ 19,338,009
------------ ------------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $125,491,415 $124,183,092
============ ============
</TABLE>
<PAGE>
<PAGE>
MARSHALLTOWN FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Three Months Twelve Months
ended September 30, ended September 30,
1997 1996 1997 1996
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Interest income:
Loans $1,277,087 $1,156,401 $4,897,620 $4,386,435
Mortgage-backed securities 685,797 802,376 2,912,742 3,383,557
Investment securities 198,313 186,934 807,310 699,907
Other 74,684 39,562 232,123 286,312
---------- ---------- ---------- ----------
TOTAL INTEREST INCOME $2,235,881 $2,185,273 $8,849,795 $8,756,211
Interest expense:
Deposits $1,389,100 $1,379,343 $5,484,065 $5,579,496
---------- ---------- ---------- ----------
NET INTEREST INCOME $ 846,781 $ 805,930 $3,365,730 $3,176,715
Provision for losses on loans 2,500 2,500 10,000 10,000
---------- ---------- ---------- ----------
NET INTEREST INCOME AFTER
PROVISION FOR LOSSES
ON LOANS $ 844,281 $ 803,430 $3,355,730 $3,166,715
Noninterest income:
Fees and service charges 15,713 15,856 57,423 62,661
Other, net 14,029 (1,766) 119,057 73,930
---------- ---------- ---------- ----------
TOTAL NONINTEREST INCOME $ 29,742 $ 14,090 $ 176,480 $ 136,591
Noninterest expense:
Compensation and benefits $ 338,480 $ 314,447 $1,364,422 $1,314,115
Occupancy and equipment 47,892 52,292 193,128 200,758
SAIF deposit insurance
premiums 16,747 742,613 90,827 921,326
Data processing services 26,386 25,194 102,576 103,898
Other 175,618 97,605 602,431 631,267
---------- ---------- ---------- ----------
TOTAL NONINTEREST EXPENSE $ 605,123 $1,232,151 $2,353,384 $3,171,364
INCOME BEFORE INCOME TAXES$ 268,900 $ (414,631) $1,178,826 $ 131,942
Income tax expense 88,425 (168,716) 331,771 57,212
---------- ---------- ---------- ----------
NET INCOME $ 180,475 $ (245,915) $ 847,055 $ 74,730
========== ========== ========== ==========
Earnings per common share $ .12 $ (.17) $ .57 $ .05
</TABLE>