UNITED STATES
SECURITY AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
{X} QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1999
or
{ } TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from_____________________to________________________
Commission File Number: 0-24896
Home Building Bancorp, Inc.
(Exact name of registrant as specified in its charter)
Indiana
(State or other jurisdiction of incorporation or organization)
35-1935840
(I.R.S. Employer identification No.)
200 East VanTrees Street, Washington, Indiana 47501
(Address of principal executive offices) (Zip Code)
(812) 254-2641
(Registrant's telephone number, including area code)
N/A
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing for
the past 90 days. {X}Yes { } No
Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date.
Class Outstanding
Common Stock 331,600 as of May 13, 1999
Transitional Small Business Disclosure Format (check one):
{ } Yes {X} No
HOME BUILDING BANCORP, INC.
INDEX
Part I. Financial Information Page
Item 1. Financial Statements
Consolidated Statements of Financial Condition at March 31, 1999 1
and September 30, 1998
Consolidated Statements of Income for the three and six months
ended March 31, 1999 and 1998 2
Consolidated Statements of Comprehensive Income for the three
and six months ended March 31, 1999 and 1998 3
Consolidated Statements of Cash Flows for the six months ended
March 31, 1999 and 1998 4
Notes to Consolidated Financial Statements 5
Item 2. Management's Discussion and Analysis of Financial Condition 8
and Results of Operations
Part II. Other Information 13
Signatures 14
Index of Exhibits 15
<PAGE>
<TABLE>
Home Building Bancorp, Inc.
Washington, Indiana
Consolidated Statements of Financial Condition
<CAPTION>
(Unaudited)
March. 31, Sept. 30,
1999 1998
ASSETS
<S> <C> <C>
Cash and due from banks $ 1,094,434 $ 1,366,761
Interest-bearing deposits with banks 4,549,527 4,238,977
Securities available for sale 4,701,857 5,443,539
Securities held to maturity, fair market value
of $178,811 at March 31, and $229,754 at Sept. 30 177,075 228,059
Loans receivable, net of allowance for loan losses of
$89,224 at March 31, and $92,249 at Sept. 30 34,670,629 32,659,339
Accrued interest receivable 219,930 226,102
Premises and equipment 746,243 759,343
Other assets 256,393 180,465
Total assets $ 46,416,088 $ 45,102,585
LIABILITIES AND SHAREHOLDERS EQUITY
Liabilities:
Savings and NOW deposits $ 11,335,347 $ 10,713,887
Other time deposits 22,363,566 21,452,629
Total deposits 33,698,913 32,166,516
Advances from Federal Home Loan Bank 6,327,415 6,327,415
Accrued expenses and other liabilities 333,770 436,809
Total liabilities 40,360,098 38,930,740
Shareholders' equity:
Common stock, $.01 par value, 1 million shares
authorized, 331,660 issued and outstanding 3,317 3,317
Additional paid-in capital 3,097,395 3,088,095
Treasury stock, at cost (605,000) (345,000)
Retained earnings 3,734,730 3,618,107
Net unrealized gain on available for sale
securities, net of deferred tax of $6,179 at
March 31, and $13,827 at Sept. 30 9,269 20,741
Unearned ESOP & recognition and retention shares (183,721) (213,415)
Total shareholders' equity 6,055,990 6,171,845
Total liabilities and shareholders' equity $ 46,416,088 $ 45,102,585
<FN>
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
- -1-
<PAGE>
<TABLE>
Home Building Bancorp, Inc.
Washington, Indiana
Consolidated Statements of Income
<CAPTION>
(Unaudited)
Three months ended Six months ended
March 31, March 31,
1999 1998 1999 1998
Interest income:
<S> <C> <C> <C> <C>
Loans receivable $ 681,275 $ 624,071 $ 1,338,814 $ 1,235,989
Investments 27,191 45,164 54,616 103,878
Mortgage-backed securities 54,595 75,929 113,378 154,115
Deposits with other banks 69,817 70,215 134,951 129,142
Total interest income 832,878 815,379 1,641,759 1,623,124
Interest expense:
Deposits 371,056 374,984 736,715 753,355
Other borrowed funds 85,473 66,965 172,718 124,223
Total interest expense 456,529 441,949 909,433 877,578
Net interest income 376,349 373,430 732,326 745,546
Provision for loan losses 10,000 5,000 15,000 7,000
Net interest income after provision
for loan losses 366,349 368,430 717,326 738,546
Noninterest income:
Gain on sale of assets 4,657 9,803 10,384 17,112
Customer service fees 41,142 45,515 89,383 70,512
Total other income 45,799 55,318 99,767 87,624
Noninterest expenses:
Salaries and employee benefits 154,491 145,183 310,436 296,803
Occupancy and equipment 36,539 34,595 72,434 70,630
Deposit insurance premium 5,056 5,062 9,779 10,707
Computer expense 19,827 14,381 34,376 27,894
Service fees 16,688 13,860 31,501 27,708
Advertising expense 14,656 14,552 27,984 29,282
Professional fees 14,874 22,535 33,508 38,365
Other expense 34,064 30,757 61,064 81,896
Total other expenses 296,195 280,925 581,082 583,285
Income before income taxes 115,953 142,823 236,011 242,885
Income tax expense 34,040 58,457 74,889 89,730
Net income $ 81,913 $ 84,366 $ 161,122 $ 153,155
Basic earnings per share of common stock $ 0.29 $ 0.29 $ 0.57 $ 0.53
Weighted average shares outstanding 279,954 290,171 283,147 289,573
Diluted earnings per share of common stock $ 0.29 $ 0.28 $ 0.57 $ 0.52
Diluted weighted average share outstanding 279,954 296,208 283,333 295,610
<FN>
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
- -2-
<PAGE>
<TABLE>
Home Building Bancorp, Inc.
Washington, Indiana
Consolidated Statements of Comprehensive Income
<CAPTION>
(Unaudited)
Three months ended Six months ended
March 31, March 31,
1999 1998 1999 1998
<S> <C> <C> <C> <C>
Net income $ 81,913 $ 84,366 $ 161,122 $ 153,155
Other comprehensive income, net of income tax:
Unrealized holding gains and (losses) (8,089) 6,780 (11,472) 9,000
Comprehensive income $ 73,824 $ 91,146 $ 149,650 $ 162,155
<FN>
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
3
<PAGE>
<TABLE>
Home Building Bancorp, Inc.
Washington, Indiana
Consolidated Statements of Cash Flows
<CAPTION>
(Unaudited)
Six months ended March 31,
1999 1998
Cash flows from operating activities:
<S> <C> <C>
Net income $ 161,122 $ 153,155
Adjustments to reconcile net income to net cash
provided by (used by) operating activities:
Depreciation and amortization 19,377 19,769
Non cash compensation 38,994 53,613
Other gains and losses, net (10,384) (9,803)
Net realized gains on available for sale securities - (7,309)
Increase in insurance receivable - (36,496)
Decrease in accrued interest receivable 6,172 9,396
Decrease in accrued expenses and other liabilities (95,391) (17,230)
(Increase) decrease in other assets (65,544) 20,969
Provision for loan loss 15,000 7,000
Total adjustments (91,776) 39,909
Net cash provided by operating activities 69,346 193,064
Cash flows from investing activities:
Net increase in interest-bearing deposits with banks (310,550) (158,061)
Purchases of available for sale securities (1,000,127) (957,647)
Proceeds from maturities of available for
sale securities 1,722,689 1,590,739
Proceeds from sales of available for sale securities - 258,653
Proceed from maturities of held to maturity securities 50,984 54,383
Net increase in loans (2,026,290) (3,929,878)
Net purchases of premises and equipment (6,277) (9,316)
Net cash used in investing activities (1,569,571) (3,151,127)
Cash flows from financing activities:
Net increase in savings and NOW deposit accounts 621,460 305,460
Net increase in time deposits 910,937 121,908
Purchase of 15,000 shares of treasury stock (260,000) -
Proceeds from Federal Home Loan Bank advances - 2,500,000
Dividends paid (44,499) (46,750)
Net cash provided by financing activities 1,227,898 2,880,618
Net decrease in cash and due from banks (272,327) (77,445)
Cash and due from banks at beginning of period 1,366,761 1,494,118
Cash and due from banks at end of period $ 1,094,434 $ 1,416,673
Interest paid $ 908,220 $ 868,079
Income taxes paid $ 169,954 $ 148,931
<FN>
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
- -4-
<PAGE>
Home Building Bancorp, Inc.
Notes to Consolidated Financial Statements
March 31, 1999 and 1998
Note 1: Basis of Presentation
The unaudited information for the three and six months ended March 31, 1999 and
March 31, 1998, includes the results of operations of Home Building Bancorp,
Inc. (the "Company") and its wholly owned subsidiary Home Building Savings
Bank, FSB (the "Bank"). In the opinion of management of the Company, the
financial statements reflect all adjustments (consisting only of normal
recurring adjustments) necessary to present fairly the consolidated financial
statements. These interim financial statements should be read in conjunction
with the Company's most recent annual financial statements and footnotes
included in the annual report of Home Building Bancorp, Inc. dated September
30, 1998. The results of the period presented are not necessarily
representative of the results of operations and cash flows which may be
expected for the entire year.
Note 2: Principles of Consolidation
The consolidated financial statements include the accounts of Home Building
Bancorp, Inc., Home Building Savings Bank, FSB, and the Bank's subsidiary.
All significant inter-company balances and transactions have been eliminated
in consolidation.
Note 3: Stock Conversion
On February 7, 1995, Home Building Bancorp, Inc. began trading as a public
company on the Nasdaq SmallCap Market. The Company issued 322,000 shares,
$.01 par value common stock, for proceeds of $2,858,862 net expenses of
approximately $361,000. The Bank converted to a federal stock savings bank
following the formation of the holding company and received proceeds of
$1,432,853 in exchange for all its common stock. This transaction was accounted
for using historical cost in a manner similar to that in a pooling of
interests. In February 1998, the Corporation moved its stock listing from the
NASDAQ SmallCap Market to NASDAQ's Electronic Bulletin Board.
Note 4: Earnings Per Common Share
Basic earnings of $0.29 per common share for the three month period and $0.57
for the six month period ended March 31, 1999, were computed by dividing net
income by the weighted average number of shares outstanding during the quarter,
less Employee Stock Ownership Plan (ESOP) shares and Recognition and
Retention Plan (RRP) shares not committed to be released. The weighted
average number of shares outstanding for the periods was 279,954 and 283,147,
respectively. Dilutive earnings per share is consistent with that of basic
earnings per share while giving effect to all dilutive potential common shares
that were outstanding during the period. Earnings, assuming dilution, for the
most recent three-month period were $0.29 per share and $0.57 for the six-month
period ended March 31, 1999. A reconciliation of both numerators and
denominators of the per share calculations follows:
- -5-
<PAGE>
Home Building Savings Bank, FSB
Notes to Consolidated Financial Statements
March 31, 1999 and 1998
Note 4: Earnings Per Common Share, continued
<TABLE>
<CAPTION>
Income Shares Per-Share
(Numerator) (Denominator) Amount
For the Three Months Ended March 31, 1999
Basic EPS,
<S> <C> <C> <C>
Income available to common shareholders $ 81,913 279,954 $ 0.29
Effect of dilutive securities:
Incentive stock option plan shares -
Diluted EPS
Income available to common shareholders+
assumed conversions 81,913 279,954 0.29
For the Six Months Ended March 31, 1999
Basic EPS,
Income available to common shareholders 161,122 283,147 0.57
Effect of dilutive securities:
Incentive stock option plan shares 186
Diluted EPS
Income available to common shareholders+
assumed conversions 161,122 283,333 0.57
For the Three Months Ended March 31, 1998
Basic EPS,
Income available to common shareholders 84,366 290,171 0.29
Effect of dilutive securities:
Incentive stock option plan shares 6,037
Diluted EPS
Income available to common shareholders+
assumed conversions 84,366 296,208 0.28
For the Six Months Ended March 31, 1998
Basic EPS,
Income available to common shareholders 153,155 289,573 0.53
Effect of dilutive securities:
Incentive stock option plan shares 6,037
Diluted EPS
Income available to common shareholders+
assumed conversions 153,155 295,610 0.52
</TABLE>
- -6-
<PAGE>
Home Building Savings Bank, FSB
Notes to Consolidated Financial Statements
March 31, 1999 and 1998
(Concluded)
Note 5: Allowance for Loan Losses and Loan Loss Provision
The allowance for loan losses decreased $3,000 to $89,000 for the six-month
period ended March 31, 1999. Activity in the allowance for loan losses was
as follows:
For the six months ended March 31,
1999 1998
Beginning $ 92,000 $ 81,000
Provision 15,000 7,000
Charge-offs (18,900) (3,200)
Recoveries 900 200
Ending $ 89,000 $ 85,000
- -7-
<PAGE>
Home Building Bancorp, Inc.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
General
Home Building Bancorp, Inc. (the Company) was formed at the direction of
Home Building Savings Bank, FSB (the Bank), for the purpose of owning all the
stock outstanding in the Bank. The Company incorporated under the laws of the
State of Indiana and is generally authorized to engage in any activity
permitted under Indiana law. On February 7, 1995, the Company acquired all the
stock of the Bank in accordance with the approved plan of conversion. The
Company had not engaged in any material operations at March 31, 1999, and had
no significant assets other than its equity investment in the bank's stock,
cash, investments, and a loan to the Bank's Employee Stock Ownership Plan
(ESOP).
Established in 1908, Home Building Savings Bank, FSB is a community oriented
financial institution offering a variety of financial services to meet the
needs of the communities it serves. The Bank's primary market area covers
Daviess and Pike counties in southwestern Indiana. The Bank attracts deposits
from the general public and uses such deposits, together with borrowings and
other funds, to originate one-to-four family residential mortgage loans,
automobile and consumer loans, and to a lesser extent commercial, multifamily
and construction real estate loans. The Bank also invests in US government and
agency obligations and may invest in other permissible investments.
The Bank's results of operations are primarily dependent upon its net interest
income, which is the difference between interest earned on loans and
investments and interest paid on deposits and borrowed funds. Net interest
income is directly affected by the relative amounts of interest-earning
assets and interest-bearing liabilities and the interest rates earned or paid
on such amounts. The Bank's results of operations are also affected by the
provision for loan losses and the level of noninterest income and expenses.
General economic conditions, the monetary and fiscal policies of federal
agencies, and the policies of agencies that regulate financial institutions
also affect the operating results of the Bank. Interest rates on competing
investments and general market rates of interest influence the Bank'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 rates of interest at which
loans are offered, general economic conditions affecting loan demand, and the
availability of funds for lending activities.
Financial Condition
For the six months ended March 31, 1999, total assets increased approximately
$1.3 million to $46.4 million from $45.1 million at September 30, 1998. Cash
and due from banks decreased $272,000, while interest-bearing deposits
increased $311,000. Net loans receivable increased $2.0 million, to $34.7
million on March 31, 1999 from $32.7 million on September 30, 1998. During
the during the six month period the Bank experienced strong mortgage loan
growth. Mortgage-backed securities decreased $782,000 to $3,227,000 at March
31, 1999 as repayments continued. Due to the high level of local mortgage
originations, no new mortgage backed securities were purchased during the
period. During the six-month period other securities increased $86,000 to
$1,409,000 at March 31, 1999 compared to September 30, 1998. The increase
resulted from the net purchase of callable agency securities. The Company
had $4.7 million in securities available for sale and only $177,000 in held
to maturity at March 31, 1999.
- -8-
<PAGE>
Home Building Bancorp, Inc.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
(continued)
Financial Condition, continued
Liabilities increased by approximately $1.5 million during the six-month
period, to $40.4 million at March 31, 1999 from $38.9 million at September 30,
1998. Of the increase, $0.9 million was certificate of deposit growth, while
$0.6 million was savings and NOW checking growth. The Bank has maintained
steady deposit rates, which are competitive for its marketplace, and has been
successful in retaining and slightly increasing deposits since September 30,
1998.
Results of Operations:
Comparison of the three and six months ended March 31, 1999 and 1998.
General. The Company experienced a net profit of $82,000 for the three months
and $161,000 for the six months ended March 31, 1999, compared to net profits
of $84,000 and $153,000 for the same periods in 1998.
Interest Income. Total interest income increased $17,000, or 2.1%, to $833,000
for the three months ended March 31, 1999, compared to the same period last
year. Interest income earned by the Company's loan portfolio increased $57,000
for the three months ended March 31, 1999 compared to a year ago due to higher
loan volumes. Lower volumes of mortgage-backed securities and deposits with
other banks reduced interest from these sources by a total of $40,000 for the
most recent quarter compared to the same quarter a year ago. The sources of
interest income reflect the changes in the asset mix, with a higher proportion
of assets in loans and less in securities. For the six-month period interest
income increased $19,000, or 1.1%, to $1,642,000 compared to $1,623,000
during the first six months of fiscal year 1998.
Interest Expense. Total interest expense increased $15,000, or 3.3%, to
$457,000 for the most recent quarter compared to the same quarter a year ago.
Interest on deposits decreased slightly, but interest expense on FHLB advances
was higher due to the funds borrowed in the second quarter a year ago.
The weighted average cost of savings at March 31, 1999 was 4.27% compared to
4.29% at December 31, 1998. The overall cost of funds, including all FHLB
advances, was 4.45% on March 31, 1999 compared to 4.46% on December 31, 1998.
These numbers reflect the Bank's ability to keep deposit rates stable despite
rising interest rates during the quarter. The Bank is able to compete
aggressively for savings funds when adequate spreads on loans or investments
are available. FHLB advances have been an effective liability management tool
in the past as well.
Net Interest Income. Net interest income, before provision for loan losses,
increased $3,000, or 0.8%, to $376,000 for the quarter compared to the same
quarter a year ago. As of March 31, 1999 interest-earning assets were 112.9%
of interest bearing liabilities.
Local demand for mortgage loans was very strong during the six-month period.
Net loans receivable increased $2.0 million to $34.7 million at March 31, 1999
compared to $32.7 million at September 30, 1998. Of the $2.0 million in growth,
approximately $277,000 came from installment and auto lending; the remainder
was net mortgage loan growth.
- -9-
<PAGE>
Home Building Bancorp, Inc.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
(continued)
Net Interest Income, continued
Total deposits increased during the six-month period by approximately $1.5
million to $33.7 million from $32.2 million. The Bank's advances from the FHLB
remained unchanged. Additionally, the Company regularly bids on short-term
funds, such as short-term public funds. At any time the Company could decline
to bid on such funds, and allow them to be withdrawn if acceptable spreads are
not available. The Company's liabilities are generally shorter in term and
subject to repricing more frequently than assets.
The Company continues to stress consumer and installment lending, shorter-term
(15 years and under) fixed rate mortgage loans, and adjustable rate mortgages.
Investments involve shorter-term and adjustable securities to respond to
changing rates. The Company, as a thrift institution, continues to have
exposure to interest rate risk comparable to its peers. Based on the latest
available OTS Interest Rate Risk Exposure Report, the net present value of
the Bank, as a percent of assets in the +200bp scenario, would be 9.70%.
Nonperforming Assets and Provision for Loan Losses. The provision for loan
losses is a result of management's periodic analysis of the adequacy of the
Company's allowance for loan losses. During the three-month period ended
March 31, 1999 an additional provision of $10,000 was taken against earnings.
The Company adjusts its allowance in accordance with its Classified Assets
Policy. The Company believes it has taken an appropriate approach toward
reserve levels, consistent with the Company's loan portfolio, its current level
of reserves, the economy, real estate values and interest rates. The Company
has had an extremely low level of loan losses during its history and therefore
also considers the loss experience of similar portfolios in comparable
lending markets. Federal regulators may require additional reserves as a result
of their examinations of the Company, but have not done so. Accordingly,
the calculation of the adequacy of the allowance is not solely based directly
on the level of nonperforming assets at any one time. No assurance can be made
that future losses will not exceed the estimated amounts, thereby adversely
affecting future results of operations. As of March 31, 1999 the Company's
allowance for loan losses was $89,000 compared to $92,000 on September 30,
1998. Over the six-month period $18,000 in losses, net of recoveries, were
recognized and $15,000 in additions were made to the loan loss reserve.
As of March 31,1999, the Company's nonperforming assets totaled $73,000, or
.16% of total assets. At the same date, the Company's ratio of allowance for
loan losses to nonperforming assets was 121.9%.
Noninterest Income. Noninterest income decreased $10,000, or 17.2%, to
$46,000 for the most recent quarter compared to the same quarter a year ago.
For the six-month period noninterest income increased $12,000, or 13.9%, to
$100,000 for the period. During the most recent quarter both the gains from
sale of assets and customer service fees decreased compared to the same
quarter a year ago. During the six-month period ending March 31, 1999
increased loan origination fee income exceeded the same period a year ago.
The Company does not depend on the regular or periodic sale of assets for
income, but during the most recent quarter and the six-month period some
investment securities were called at profit to the Bank. Customer services
fees increased $18,000, or 26.8%, to $89,000 for the six month period
ended March 31, 1999 compared to $71,000 for the same period a year ago.
- -10-
<PAGE>
Home Building Bancorp, Inc.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
(continued)
Noninterest Expense. Total noninterest expense increased $15,000, or 5.4%,
to $296,000 for the latest quarter compared to $281,000 for the same quarter a
year ago. The increases were due to salaries and benefits, computer expense,
and other expense. For the six months noninterest expense decreased $2,000, to
$581,000 compared to $583,000 for the same period a year ago. The decrease
was due to lower professional expenses and other expenses. Compared to the
same period a year ago the Bank has added the equivalent of 1 1/2 full time
employees.
Income Tax Expense. Income tax expense was $34,000 for the most recent quarter
compared to $58,000 for the same quarter a year ago. For the six months ended
March 31, 1999, tax expense was $75,000 compared to $90,000 for the period
a year ago. Tax expense reflects the level of profitability for the respective
periods.
Liquidity and Capital Requirements. Home Building's main sources of funds are
deposits, loan and investment repayments, fees and service charges, and
Federal Home Loan Bank (FHLB) advances. Federal regulations require the Bank
to maintain cash and eligible investments at levels that assure its ability to
meet demands for withdrawals and repayments of short-term borrowings. As of
March 31, 1999, the Bank had cash and due from banks, deposits, and securities
available for sale equal to 25.8% of total deposits and FHLB advances.
The Bank uses its capital resources to meet ongoing commitments, to fund
maturing certificates of deposit and deposit withdrawals, to invest, to fund
existing and future loan commitments, to maintain liquidity, and to meet
operating expenses. The Bank anticipates it will have sufficient funds
to meet current loan commitments. At March 31, 1999, the Bank had outstanding
commitments to extend credit totaling $ 978,000. Management believes loan
repayments, deposits, and other sources of funds will be adequate to meet the
Bank's foreseeable liquidity needs. FHLB advances may be used to take advantage
of investment opportunities, or as an alternative source of liquid funds, but
are not relied upon in the regular course of business.
Home Building Savings Bank is required to maintain specific amounts of
regulatory capital pursuant to federal regulations. The table below presents
the capital position at March 31, 1999, relative to the regulatory capital
requirements.
Amount
(in thousands) Percent of Assets
Tier 1 Core Capital $ 4,830 10.44%
Core Capital Requirement $ 1,851 4.00%
Excess $ 2,979 6.44%
Total Capital $ 4,905 19.89%
Risk-Based Capital Requirement $ 1,972 8.00%
Excess $ 2,933 12.89%
- -11-
<PAGE>
Home Building Bancorp, Inc.
Management's Discussion and Analysis of
Financial Condition and Results of Operation
(concluded)
Year 2000
The Corporation has conducted a comprehensive review of its computer systems
to identify applications that could be affected by the "Year 2000" issue. It
continues to implement a Plan, which addresses both systems used at the
Bank subsidiary offices themselves and the status of vendors on whom the
Bank relies for data and transaction processing. A service bureau does most
of the Bank's data processing. To date, representations by these vendors and
testing done with them lead management to believe the Corporation is
substantially compliant for Year 2000. The Corporation continues to closely
monitor the remaining portions of the Plan. After review, the Bank has not
identified any problems related to customer credits concerning Year 2000. To
date, costs associated with Year 2000 preparations have not varied from the
$10,000-$15,000 anticipated and are not material.
Forward-Looking Statements
When used in this Quarterly Report on Form 10-QSB or future filings by the
Company with the Securities and Exchange Commission, in the Company's
press releases 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 Company 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 Company's financial
performance and could cause the Company's actual results for future periods to
differ materially from those anticipated or projected.
The Company does not undertake and specifically disclaims any obligation to
publicly release the result of any revisions which may be made to any
forward-looking statements to reflect the occurrence of anticipated or
unanticipated events or circumstances after the date of such statements.
- -12-
<PAGE>
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
(a) Annual meeting held January 18, 1999
(b) Continuing Directors
Bruce A. Beesley
C. Darrell Deem, DDS
Gregory L Haag
Thomas L Hagel
James E. Scheid
Blake L. Chambers (elected at meeting)
Larry G. Wilson (elected at meeting)
(c) Election of Directors
Name of Nominee For Withheld
Blake L. Chambers (3-year term) 243,437 5,463
Larry G. Wilson (3-year term) 243,437 5,463
Further, 248,450 votes were cast for the ratification of Kemper CPA Group,
LLC as the Company's independent auditors for the fiscal year ending
September 30, 1999. There were 0 votes cast against ratification with
450 abstaining.
(d) Not Applicable
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit 27: Financial Data Schedules (electronic filing only)
(b) There were no reports on Form 8-K filed during the quarter.
- -13-
<PAGE>
SIGNATURES
Pursuant to the requirement 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.
HOME BUILDING BANCORP, INC.
Registrant
Date: 5/14/99 /s/ Bruce A. Beesley
Bruce A. Beesley, President and Chief
Executive Officer (Duly Authorized
Officer)
Date: 5/14/99 /s/ Debra K. Shields
Debra K. Shields, Vice President and
Chief Financial Officer (Principal
Financial and Accounting Officer)
- -14-
<PAGE>
INDEX OF EXHIBITS
Exhibit Description
27 Financial Data Schedules (electronic filing only)
For six month period ended March 31, 1999
- -15-
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM UNAUDITED
FINANCIAL STATEMENTS DATED MARCH 31, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1999
<PERIOD-END> MAR-31-1999
<CASH> 1094434
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