WELLS FINANCIAL CORP
10QSB, 2000-11-06
SAVINGS INSTITUTION, FEDERALLY CHARTERED
Previous: HIRTLE CALLAGHAN TRUST, DEF 14A, 2000-11-06
Next: WELLS FINANCIAL CORP, 10QSB, EX-27, 2000-11-06



                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)
|X|      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

         For the quarterly period ended          September 30, 2000
                                          -----------------------------------
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 0-25342
                                                -------

                              Wells Financial Corp.
             ------------------------------------------------------
             (Exact name of Registrant as Specified in Its Charter)

           Minnesota                                   41-1799504
-------------------------------           ------------------------------------
(State or Other Jurisdiction of           (I.R.S. Employer Identification No.)
Incorporation or Organization

                53 1st Street S.W., P.O. Box 310, Wells MN 56097
                ------------------------------------------------
                    (Address of principal executive offices)

                                 (507) 553-3151
              ----------------------------------------------------
              (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 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 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. |X| Yes |_| No

The number of shares outstanding of each of the issuer's classes of common stock
as of November 6, 2000:

                           Class                        Outstanding
                           -----                        -----------
         $.10 par value per share, common stock      1,254,332 Shares


<PAGE>
                      WELLS FINANCIAL CORP. and SUBSIDIARY
                      ------------------------------------

                                                           [OBJECT OMITTED]

                                   FORM 10-QSB
                                      INDEX



         PART I - FINANCIAL INFORMATION:                                Page
         -------------------------------                                ----


         Item 1.  Consolidated Financial Statements (Unaudited)

                  Consolidated Statements of Financial Condition          1

                  Consolidated Statements of Income                       2

                  Consolidated Statements of Comprehensive Income         3

                  Consolidated Statement of Stockholders' Equity          4

                  Consolidated Statements of Cash Flows                 5-6

                  Notes to Consolidated Financial Statements            7-8



         Item 2.  Management's Discussion and Analysis of
              Financial Condition and Results of Operations            9-14


         PART II - OTHER INFORMATION
         ---------------------------
         Item 1.  Legal Proceedings                                      15

         Item 2.  Changes in Securities                                  15

         Item 3.  Defaults upon Senior Securities                        15

         Item 4.  Submission of Matters to a Vote of Security Holders    15

         Item 5.  Other Information                                      15

         Item 6.  Exhibits and Reports on Form 8-K                       15

         Signatures


<PAGE>
                      WELLS FINANCIAL CORP. and SUBSIDIARY
                 Consolidated Statements of Financial Condition
                    September 30, 2000 and December 31, 1999
                             (Dollars in Thousands)
                                   (Unaudited)
<TABLE>
<CAPTION>
ASSETS
                                                                               2000                       1999
                                                                       ---------------------    --------------------------

<S>                                                                         <C>                          <C>
Cash, including interest-bearing accounts
     September 30, 2000 $2,924; December 31, 1999 $2,320                       $      4,227                 $       4,200
Certificates of deposit                                                                 200                           400
Securities available for sale, at fair value                                         15,631                         2,551
Securities held to maturity (approximate market value $15,090 at
December 31, 1999)                                                                        -                        15,559
Loans held for sale                                                                   1,557                           521
Loans receivable, net                                                               191,162                       172,713
Accrued interest receivable                                                           2,022                         1,350
Income taxes receivable                                                                   -                            16
Foreclosed real estate                                                                    2                            55
Premises and equipment                                                                1,852                         1,558
Other assets                                                                            865                           913
                                                                       ---------------------    --------------------------
            TOTAL ASSETS                                                       $    217,518                 $     199,836
                                                                       =====================    ==========================

LIABILITIES AND STOCKHOLDERS'  EQUITY

LIABILITIES
   Deposits                                                                    $    160,411                 $     156,984
   Borrowed funds                                                                    32,500                        17,000
   Advances from borrowers for taxes and insurance                                    1,848                         1,262
   Income taxes:
      Current                                                                             9                             -
      Deferred                                                                          657                           763
   Accrued interest payable                                                             315                           116
   Accrued expenses and other liabilities                                                88                           254
                                                                       ---------------------    --------------------------
            TOTAL LIABILITIES                                                       195,828                       176,379
                                                                       ---------------------    --------------------------

STOCKHOLDERS' EQUITY:
   Preferred stock, no par value; 500,000 shares
      Authorized; none outstanding                                                        -                             -
   Common stock, $.10 par value; authorized 7,000,000
      shares; issued 2,187,500 shares                                                   219                           219
   Additional paid in capital                                                        16,991                        16,939
   Retained earnings, substantially restricted                                       18,844                        18,189
   Accumulated other comprehensive income                                               484                           655
   Unearned ESOP shares                                                                (326)                         (435)
   Unearned compensation restricted stock awards                                       (269)                          (27)
   Treasury stock, at cost, 933,868 shares at September 30,
    2000; 758,343 shares at December 31, 1999                                       (14,253)                      (12,083)
                                                                       ---------------------    --------------------------
            TOTAL STOCKHOLDERS' EQUITY                                               21,690                        23,457
                                                                       ---------------------    --------------------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                     $    217,518                 $     199,836
                                                                       =====================    ==========================
</TABLE>

                           (See Notes to Consolidated Financial Statements)

                                      1
<PAGE>

                      WELLS FINANCIAL CORP. and SUBSIDIARY
                        Consolidated Statements of Income
                  (Dollars in thousands, except per share data)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                           Three Months Ended                      Nine Months Ended
                                                             September 30,                           September 30,
                                                  --------------------------------------  -------------------------------------
                                                         2000               1999                 2000               1999
                                                  ------------------  ------------------  -------------------  ----------------
Interest and dividend income Loans receivable:
<S>                                                   <C>                <C>                  <C>                <C>
      First mortgage loans                                $   2,967          $    2,543          $     8,496        $    7,437
      Consumer and other loans                                  850                 691                2,374             2,001
   Investment securities and other
       interest bearing deposits                                277                 322                  851             1,116
                                                    ----------------  ------------------  -------------------  ----------------
                    Total interest income                     4,094               3,556               11,721            10,554
                                                    ----------------  ------------------  -------------------  ----------------
Interest Expense
   Deposits                                                   2,100               1,831                5,958             5,480
   Borrowed funds                                               474                  75                1,056               209
                                                    ----------------  ------------------  -------------------  ----------------
                    Total interest expense                    2,574               1,906                7,014             5,689
                                                    ----------------  ------------------  -------------------  ----------------
                    Net interest income                       1,520               1,650                4,707             4,865
Provision for loan losses                                         -                   -                    -                27
                                                    ----------------  ------------------  -------------------  ----------------
   Net interest income after provision for
           loan losses                                        1,520               1,650                4,707             4,838
                                                    ----------------  ------------------  -------------------  ----------------
Noninterest income
   Gain  on sale of loans originated for sale                    43                  39                   57               161
   Loan origination and commitment fees                          63                  38                  104               264
   Loan servicing fees                                          100                 101                  301               295
   Insurance commissions                                        106                  92                  291               254
   Fees and service charges                                     114                  99                  315               334
   Other                                                         11                   9                   27                28
                                                    ----------------  ------------------  -------------------  ----------------
                    Total noninterest income                    437                 378                1,095             1,336
                                                    ----------------  ------------------  -------------------  ----------------
Noninterest expense
   Compensation and benefits                                    612                 637                1,865             1,816
   Occupancy and equipment                                      199                 185                  633               589
   SAIF deposit insurance premium                                 8                  24                   25                71
   Data processing                                               86                  77                  270               256
   Advertising                                                   59                  66                  169               160
   Other                                                        235                 292                  727               842
                                                    ----------------  ------------------  -------------------  ----------------
                    Total noninterest expense                 1,199               1,281                3,689             3,734
                                                    ----------------  ------------------  -------------------  ----------------
                    Income  before taxes                        758                 747                2,113             2,440
Income tax expense                                              332                 303                  878               982
                                                    ----------------  ------------------  -------------------  ----------------
                    Net Income                            $     426          $      444          $     1,235        $    1,458
                                                    ================  ==================  ===================  ================
Earnings  per share
      Basic earnings per share                            $    0.36          $     0.30          $      0.98        $     0.96
                                                    ================  ==================  ===================  ================
      Diluted earnings per  share                         $    0.35          $     0.29          $      0.96        $     0.94
                                                    ================  ==================  ===================  ================

Weighted average number of common shares outstanding:
           Basic                                          1,191,218           1,471,337            1,263,589         1,518,562
                                                    ================  ==================  ===================  ================
           Diluted                                        1,205,200           1,508,291            1,289,338         1,555,940
                                                    ================  ==================  ===================  ================
</TABLE>

                (See Notes to Consolidated Financial Statements)

                                      2
<PAGE>

                      WELLS FINANCIAL CORP. and SUBSIDIARY
                 Consolidated Statements of Comprehensive Income
                             (Dollars in Thousands)
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                  Three Months Ended                Nine Months Ended
                                                    September 30,                     September 30,
                                           -------------------------------    -------------------------------
                                              2000              1999              2000              1999
                                           ------------     --------------    -------------     -------------
<S>                                         <C>                <C>             <C>               <C>
   Net Income                                  $   426            $   444         $  1,235          $  1,458
   Other comprehensive income:
      Unrealized depreciation on
        Securities available for sale             (136)              (144)            (291)             (298)
      Income tax benefit                            57                 59              120               122
                                           ------------     --------------    -------------     -------------
   Comprehensive income                        $   347            $   359         $  1,064          $  1,282
                                           ============     ==============    =============     =============

</TABLE>









                (See Notes to Consolidated Financial Statements)




                                      3


<PAGE>

                      WELLS FINANCIAL CORP. and SUBSIDIARY
                 Consolidated Statement of Stockholders' Equity
                      Nine Months Ended September 30, 2000
                             (Dollars in Thousands)
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                                 Unearned
                                                                                 Employee       Unearned
                                                                 Accumulated       Stock      Compensation
                                         Additional                Other        Ownership      Restricted                 Total
                               Common     Paid-In   Retained    Comprehensive      Plan          Stock      Treasury   Stockholders'
                               Stock      Capital   Earnings       Income         Shares         Awards      Stock        Equity
-----------------------------------------------------------------------------------------------------------------------------------
<S>                         <C>       <C>         <C>         <C>           <C>            <C>           <C>        <C>
Balance, December 31, 1999      $  219    $ 16,939   $ 18,189     $      655    $   (435)    $     (27)   $(12,083)   $   23,457

Net income for the nine months
   ended  September 30, 2000         -           -      1,235              -           -             -           -         1,235

Net change in unrealized
   appreciation  on securities
   available for sale, net of
   related deferred taxes            -           -          -           (171)          -             -           -          (171)

Treasury stock purchases             -           -          -              -           -             -      (2,410)       (2,410)

Award of MSBP shares                 -           8          -              -           -          (248)        240             -

Amortization of unearned
   compensation                      -           -          -              -           -             6           -             6

 Dividends on common stock           -           -       (580)             -           -             -           -          (580)

Allocated employee stock
   ownership plan shares             -          44          -              -         109             -           -           153
                              ------------------------------------------------------------------------------------------------------
Balance, September 30, 2000     $  219    $ 16,991   $ 18,844     $      484    $   (326)    $    (269)   $(14,253)   $   21,690
                              ======================================================================================================

</TABLE>


                (See Notes to Consolidated Financial Statements)

                                      4

<PAGE>

                      WELLS FINANCIAL CORP. and SUBSIDIARY
                      Consolidated Statements of Cash Flow
                  Nine Months Ended September 30, 2000 and 1999
                             (Dollars in Thousands)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                               2000                     1999
                                                                        --------------------     --------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                      <C>                      <C>
   Net Income                                                                $       1,235            $       1,458
   Adjustments to reconcile net income to net cash
      provided by operating activities:
         Provision for loan losses                                                       -                       27
         (Gain) loss on the sale of loans originated for sale                           24                     (119)
         Compensation on allocation of ESOP shares                                     153                      198
         Amortization of restricted stock awards                                         6                       33
         Write-down of foreclosed real estate                                            3                        -
         Gain on disposal of equipment                                                 (12)                       -
         Deferred income taxes                                                          14                       13
         Depreciation and amortization on premises and equipment                       207                      185
         Amortization of deferred loan origination fees                                (31)                    (124)
         Amortization of excess servicing fees, mortgage servicing
            rights and bond premiums and discounts                                     120                      165
         Loans originated for sale                                                 (11,629)                 (27,002)
         Proceeds from the sale of loans originated for sale                        10,599                   32,577
         Changes in assets and liabilities:
            Accrued interest receivable                                               (672)                    (656)
            Other assets                                                               (92)                     (31)
            Income taxes payable, current                                                9                     (166)
            Accrued expenses and other liabilities                                      34                      178
                                                                        --------------------     --------------------
         Net cash provided by (used in) operating activities                           (32)                   6,736
                                                                        --------------------     --------------------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Net increase  in loans                                                        (18,460)                 (12,987)
     Purchase of certificates of deposit                                              (200)                    (400)
     Purchase of securities held to maturity                                             -                  (11,230)
     Purchase of securities available for sale                                      (6,927)                       -
     Proceeds from the maturities of certificates of deposit                           400                      500
     Proceeds from the sale of securities available for sale                         8,000                        -
     Proceeds from the maturities of securities held to maturity                     1,120                    1,183
     Proceeds from the sale and redemption of foreclosed real estate                    92                       91
     Purchase of premises and equipment                                               (489)                    (287)
                                                                        --------------------     --------------------
         Net cash used in investment activities                                    (16,464)                 (23,130)
                                                                        --------------------     --------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
        Net increase  in deposits                                                    3,427                   (1,180)
        Net increase in advances from borrowers
           for taxes and insurance                                                     586                      629
        Proceeds from borrowed funds                                                33,800                        -
        Repayments on borrowed funds                                               (18,300)                   4,000
        Purchase of treasury stock                                                  (2,410)                  (3,194)
        Dividends on common stock                                                     (580)                    (701)
                                                                        --------------------     --------------------
         Net cash provided by (used in) financing activities                        16,523                     (466)
                                                                        --------------------     --------------------
      Net increase (decrease) in cash and cash equivalents                              27                  (16,840)

CASH:
      Beginning                                                                      4,200                   19,446
                                                                        --------------------     --------------------
      Ending                                                                  $      4,227             $      2,606
                                                                        ====================     ====================
</TABLE>

                (See Notes to Consolidated Financial Statements)

                                       5
<PAGE>


                      WELLS FINANCIAL CORP. and SUBSIDIARY
                Consolidated Statements of Cash Flow (continued)
                  Nine Months Ended September 30, 2000 and 1999
                             (Dollars in Thousands)
                                   (Unaudited

<TABLE>
<CAPTION>

<S>                                                                         <C>                    <C>
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
   Cash payments for:
     Interest on deposits                                                       $      5,964           $       5,351
     Interest on borrowed funds                                                        1,031                     207
     Income taxes                                                                        834                     995
                                                                         ====================    ====================

SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND
FINANCING ACTIVITIES:
     Transfers from loans to foreclosed real estate                             $         42            $         98
     Allocation of ESOP shares to participants                                           109                     117
     Net change in unrealized appreciation on securities available for sale             (171)                   (176)
                                                                         ====================    ====================


</TABLE>

                (See Notes to Consolidated Financial Statements)




                                       6

<PAGE>


                      WELLS FINANCIAL CORP. and SUBSIDIARY
                   Notes to Consolidated Financial Statements
                             (Dollars in thousands)
                                   (Unaudited)

NOTE 1.  BASIS OF PRESENTATION

         The foregoing consolidated financial statements are unaudited. However,
in the opinion of management, all adjustments (which consist of normal recurring
accruals)  necessary  for a  fair  presentation  of the  consolidated  financial
statements  have  been  included.   Results  for  any  interim  period  are  not
necessarily  indicative  of results to be  expected  for the year.  The  interim
consolidated  financial statements include the accounts of Wells Financial Corp.
(Company),   its  subsidiary,   Wells  Federal  Bank  (Bank),   and  the  Bank's
subsidiaries, Greater Minnesota Mortgage, Inc. and Wells Insurance Agency, Inc.


NOTE 2.  REGULATORY CAPITAL

         The following table presents the Bank's regulatory  capital amounts and
percents at September 30, 2000 and December 31, 1999.


<TABLE>
<CAPTION>


                                                    September 30, 2000                 December 31, 1999
                                                 Amount          Percent           Amount           Percent
             ----------------------------------------------------------------------------------------------------
                                                                  (Dollars in Thousands)
  <S>                                       <C>               <C>              <C>               <C>
           Tier 1 (Core) Capital
                  Required                     $    8,559         4.00%            $   7,754         4.00%
                  Actual                           17,561         8.21%               16,865         8.70%
                  Excess                            9,002         4.21%                9,111         4.70%

           Risk-based Capital
                  Required                         11,431         8.00%               10,154         8.00%
                  Actual                           18,407        12.88%               17,722        13.96%
                  Excess                            6,976         4.88%                7,568         5.96%


</TABLE>


                                       7

<PAGE>


                      WELLS FINANCIAL CORP. and SUBSIDIARY
              Notes to consolidated Financial Statements Continued
                                   (Unaudited)


NOTE 3.  EARNINGS PER SHARE

         Earnings per share are calculated and presented in accordance with FASB
Statement No. 128,  Earnings per Share. The Statement  requires the presentation
of earnings per share by all entities that have common stock or potential common
stock, such as options,  warrants and convertible  securities,  outstanding that
trade in a public market. Those entities that have only common stock outstanding
are required to present basic earnings per-share amounts. All other entities are
required  to present  basic and  diluted  earnings  per-share  amounts.  Diluted
per-share  amounts assume the conversion,  exercise or issuance of all potential
common stock  instruments  unless the effect is to reduce a loss or increase the
income per common share from continuing operations.

         A  reconciliation  of  the  common  stock  share  amounts  used  in the
calculation  of  basic  and  diluted  earnings  per  share is  presented  in the
following chart.
<TABLE>
<CAPTION>

                                                                       Number of Shares
                                                  Three months ended                      Nine months ended
                                                     September 30,                          September 30,
                                           ----------------------------------------------------------------------------
                                                 2000               1999                2000            1999
                                           ------------------------------------  --------------------------------------
<S>                                     <C>                <C>                  <C>              <C>
Basic EPS                                    1,191,218          1,471,337            1,263,589        1,518,562
Effect of dilutive securities:
   Stock options                                13,982             36,954               25,749           37,378
                                           ------------------------------------    ------------------------------------

Diluted EPS                                  1,205,200          1,508,291            1,289,338        1,555,940
                                           ====================================    ====================================

</TABLE>

NOTE 4.  SELECTED FINANCIAL DATA
<TABLE>
<CAPTION>

                                                                                   For the nine months ended
                                                                                          September 30,
                                                                                     2000               1999
                                                                             -----------------------------------
<S>                                                                            <C>                   <C>
Return on assets
   (ratio of net income to average total assets) (1)                                  0.79%               1.01%

Return on equity
   (ratio of net income to average equity) (1)                                        7.37%               7.74%

Equity to assets ratio
   (ratio of average equity to average total assets)                                 10.73%              13.04%

Net interest margin
   (ratio of net interest income to average interest earning assets) (1)              3.10%               3.45%

        (1)  Net income and net interest income have been annualized.

</TABLE>


                                       8
<PAGE>
                     WELLS FINANCIAL CORP. and SUBSIDIARIES
           Management's Discussion and Analysis of Financial Condition
                            And Results of Operations

General:

         Wells Financial Corp.  (Company) was incorporated under the laws of the
State of  Minnesota  in  December  1994 for the  purpose  of  owning  all of the
outstanding  stock of Wells  Federal  Bank,  fsb (Bank)  issued in the mutual to
stock  conversion of the Bank. On April 11, 1995,  the  conversion was completed
and $8.4 million of the net proceeds from the sale of the stock were provided to
the Bank in exchange for all of the Bank's  stock.  The  consolidated  financial
statements  included herein are for the Company,  the Bank and the Bank's wholly
owned subsidiaries, Greater Minnesota Mortgage, Inc. and Wells Insurance Agency,
Inc.

         The income of the Company is derived  primarily  from the operations of
the Bank and the  Bank's  subsidiaries,  and to a lesser  degree  from  interest
income from securities and  certificates of deposit with other banks. The Bank's
net income is primarily  dependent upon the  difference (or spread)  between the
average yield earned on loans,  investments and  mortgage-backed  securities and
the  average  rate paid on  deposits  and  borrowings,  as well as the  relative
amounts of such assets and liabilities.  The interest rate spread is affected by
regulatory, economic and competitive factors that influence interest rates, loan
demand and deposit  flows.  Net income is also  affected by, among other things,
provision for loan losses, gains on the sale of interest earning assets, service
charges,  servicing fees, subsidiary activities,  operating expenses, and income
taxes.

         The Bank has eight full service offices  located in Faribault,  Martin,
Blue Earth, Nicollet, Freeborn and Steele Counties, Minnesota.

         The Company may from time to time make written or oral "forward-looking
statements"   including  statements  contained  in  this  report  and  in  other
communications by the Company which are made in good faith pursuant to the "safe
harbor"  provisions  of the Private  Securities  Litigation  Reform Act of 1995.
These  forward-looking  statements,  such as statements of the Company's  plans,
objectives,  estimates and intentions,  involve risks and  uncertainties and are
subject to change based on various  important  factors (some of which are beyond
the Company's  control).  The following factors,  among others,  could cause the
Company's financial performance to differ materially from the plans, objectives,
expectations,   estimates  and  intentions  expressed  in  such  forward-looking
statements:  the  strength  of the United  States  economy  in  general  and the
strength of the local economies in which the Company  conducts  operations;  the
effects  of, and changes  in,  trade,  monetary  and fiscal  policies  and laws,
including  interest  rate  policies  of the Board of  Governors  of the  Federal
Reserve System, inflation, interest rate, market and monetary fluctuations;  the
timely development of and acceptance of new products and services of the Company
and the perceived overall value of the products and services by users, including
the  features,  pricing  and  quality  compared  to  competitor's  products  and
services;  the  willingness  of users to  substitute  competitors'  products and
services for the Company's products and services;  the success of the Company in
gaining  regulatory  approval of its products and services,  when required;  the
impact of changes in financial  services' laws and  regulations  (including laws
concerning taxes,  banking,  securities and insurance);  technological  changes;
acquisitions;  changes in consumer spending and savings habits;  and the success
of the Company at managing the risks involved in the foregoing.


                                       9
<PAGE>

Comparison of Financial Condition at September 30, 2000 and December 31, 1999:

         Total assets  increased by $17,682,000,  from  $199,836,000 at December
31, 1999 to  $217,518,000  at September 30, 2000 primarily due to an increase of
$18,449,000  in the loan  portfolio.  The  increase  in the loan  portfolio  was
primarily due to increases in loans secured by single  family  dwellings,  loans
secured by farm real estate and home equity  loans.  Interest  rates on mortgage
loans  increased  during  the last half of 1999 and first half of 2000 which was
the basis for  management's  decision to retain almost all of the mortgage loans
the Company  originated during those periods.  During the third quarter of 2000,
management  decided to sell almost all of the one to four family  mortgage loans
originated  during the third  quarter due to decreases in interest  rates and to
help the Company  maintain its interest  rate risk goals.  Also during the third
quarter  of  2000,  management  elected  to  reclassify  all  of  the  Company's
held-to-maturity  securities to available-for-sale and to sell some of the lower
yielding  securities.  This is the  reason  for the $15.6  million  decrease  in
securities  held-to-maturity  and  the  $13.1  million  increase  in  securities
available-for-sale.

         In accordance with the Bank's internal classification of assets policy,
management  evaluates  the loan  portfolio on a quarterly  basis to identify and
determine the adequacy of the allowance for loan losses.  Management's  periodic
evaluation of the adequacy of the allowance is based on the Company's  past loan
loss experience,  known and inherent risks in the portfolio,  adverse situations
that  may  affect  the  borrower's  ability  to  repay,  estimated  value of any
underlying collateral, and current economic conditions. As of September 30, 2000
and  December  31, 1999 the  balances in the  allowance  for loan losses and the
allowance  for loan  losses as a  percentage  of total loans were  $846,000  and
$857,000 and 0.44% and 0.49%, respectively.

         Activity in the Company's allowance for loan losses for the nine months
ended September 30, 2000 and 1999 is summarized as follows:

                                           2000                       1999
                                   ---------------------------------------------

Balance on January 1,               $    856,692                    852,557
  Provision for loan losses                    -                     27,000
  Charge-offs                            (30,515)                   (37,223)
  Recoveries                              20,072                     15,874
                                   ----------------------     ------------------
Balance on September 30,            $    846,249               $    858,208
                                   ======================     ==================


         Loans on which the accrual of interest has been  discontinued  amounted
to  $179,000  and  $111,000  at  September  30,  2000  and  December  31,  1999,
respectively.  The effect of nonaccrual loans was not significant to the results
of operations.  The Company  includes all loans  considered  impaired under FASB
Statement  No. 114 in  nonaccrual  loans.  The amount of impaired  loans was not
material at September 30, 2000 and December 31, 1999.

         Liabilities increased by $19,449,000, from $176,379,000 at December 31,
1999 to  $195,828,000 at September 30, 2000. This increase is primarily due to a
$15,500,000  increase in borrowed  funds and a $3,427,000  increase in deposits,
which were used to fund loan growth.

         Equity decreased by $1,767,000 from $23,457,000 at December 31, 1999 to
$21,690,000  at September  30, 2000.  The decrease in equity was  primarily  the
result of net  income  for the first  nine  months of 2000 of  $1,235,000  being
offset by the payment of $580,000 in cash  dividends  and by the  repurchase  of
198,100 shares of treasury  stock at a total cost of $2,410,000.  On October 17,
2000,  the Board of  Directors  of the  Company  declared a $0.16 per share cash
dividend  to be paid on  November  13,  2000 to the  stockholders  of  record on
October 31, 2000.  Subject to the  Company's  earnings  and  capital,  it is the
current  intention  of the Company to continue  to pay  regular  quarterly  cash
dividends.


                                       10
<PAGE>

Comparison  of  Operating  Results for the Three and  Nine-Month  Periods  Ended
September 30, 2000 and September 30, 1999.

         Net Income.  Net income decreased by $18,000 and $223,000,  or 4.1% and
15.3% for the three and nine-months ended September 30, 2000, respectively, when
compared to the same  periods  during  1999.  The decrease in net income for the
third  quarter of 2000 when  compared to the third quarter of 1999 was primarily
due to a $130,000  decrease in net interest income being  partially  offset by a
$59,000  increase in  noninterest  income and a $82,000  decrease in noninterest
expense. The decrease in net income for the nine months ended September 30, 2000
when compared to the same period in 1999 resulted from decreases of $158,000 and
$241,000 in net interest income and noninterest income, respectively.

         Interest Income.  Interest income from the loan portfolio  increased by
$583,000  and  $1,432,000,  or 18.0% and  15.2%,  for the  three and  nine-month
periods  ended  September  30,  2000,  respectively,  when  compared to the same
periods in 1999. During the last half of 1999 and the first nine months of 2000,
the Company's loan portfolio  increased due,  primarily,  to an increase in home
equity loans and real estate loans secured by farmland and, as described  above,
an increase in loans secured by one to four family  dwellings.  This resulted in
an increase in the average  balance of the loan portfolio  during the first nine
months of 2000 when  compared  to the same  period in 1999.  This is the primary
reason for the increase in interest income from the Company's loan portfolio. To
a lesser  degree,  an  increase  in the  interest  rates on the  Company's  loan
portfolio  also  contributed  to the  increase  in  interest  income.  Partially
offsetting the increase in interest income from the loan portfolio was a $45,000
and $265,000 decrease in interest income from investment securities and interest
bearing  deposits  during the three and nine months  ended  September  30, 2000,
respectively,  when  compared  to the same  periods  in 1999.  The  decrease  in
interest  income  from  investment  securities  and  interest  bearing  deposits
resulted from the use of cash that was held in interest  bearing deposits during
the first half of 1999 to fund loan growth and to purchase treasury stock.

         Interest  Expense.  Total  interest  expense  increased by $668,000 and
$1,325,000,  or 35.0% and  23.3%,  for the three and  nine-month  periods  ended
September  30, 2000 when  compared to the same periods in 1999.  The increase in
interest  was  primarily  due to an increase  in the average  amount of borrowed
funds and  deposits  during the first nine  months of 2000 when  compared to the
first nine months of 1999. To a lesser extent,  an overall  increase in the cost
of deposits and borrowed funds during the  nine-months  ended September 30, 2000
contributed to the increase in interest expense.

         Net  Interest  income.  Net interest  income  decreased by $130,000 and
$158,000,  for the  three and  nine-month  periods  ended  September  30,  2000,
respectively,  when  compared to the same  periods in 1999 due to the changes in
interest income and interest expense described above.

         Provision for loan losses.  The provision for loan losses  decreased by
$27,000 for the nine-month period ended September 30, 2000,  respectively,  when
compared to the same  period in 1999.  Management  evaluates  the quality of the
loan  portfolio on a quarterly  basis to identify and  determine the adequacy of
the  allowance  for loan loss.  Based on these  continuing  reviews,  management
believes no  provision  for loan losses are  necessary  at this time.  While the
Company maintains its allowance for loan losses at a level that is considered to
be adequate to provide for  potential  losses,  there can be no  assurance  that
further  additions  will not be made to the loss  allowance and that losses will
not exceed estimated amounts.

                                       11
<PAGE>

         Noninterest  Income.  Noninterest  income decreased by $241,000 for the
nine-months  ended  September  30, 2000 when compared to the same period in 1999
primarily  due to decreases of $160,000  and  $104,000 in loan  origination  and
commitment fees and the gain on loans originated for sale, respectively.  Due to
low interest  rates on  residential  mortgage loans during the first quarter and
beginning of the second quarter of 1999, the Company  originated and sold to the
secondary  market a larger  volume of loans during that period when  compared to
the  same  period  in  2000  resulting  in  decreases  in loan  origination  and
commitment  fees  and the  gain on sale of  loans  originated  for sale in 2000.
During the third quarter of 2000, the Company sold almost all of the residential
mortgage  loans that were  originated  during that period.  This  resulted in an
increase of $25,000 in loan  origination  and  commitment  fees during the third
quarter of 2000 when  compared to the third  quarter of 1999 and was the primary
reason for the $59,000 increase in noninterest  income. Also contributing to the
increase in noninterest income were increases of $15,000 and $14,000 in fees and
service charges and insurance commissions, respectively.

         Noninterest  Expense.  Noninterest  expense  decreased  by $82,000  and
$45,000  for the three and  nine-month  periods  ended  September  30, 2000 when
compared to the same periods in 1999.  These  decreases  were  primarily  due to
decreases  in  other  noninterest   expense  resulting  from  decreases  in  the
amortization of mortgage servicing rights.

         Income  Tax  Expense.  Income tax  expense  increased  by  $29,000  and
decreased by $104,000 for the three and nine-month  periods ended  September 30,
2000 when  compared  to the same  periods in 1999.  The  increase  for the third
quarter  was the result of an  increase in income  before  income  taxes for the
quarter ended  September 30, 2000 when compared to the same quarter in 1999. The
decrease in income tax  expense for the  nine-months  ended  September  30, 2000
resulted  from a  decrease  in net  income  before  taxes for that  period  when
compared to the same period in 1999.



                                       12
<PAGE>


     Non-performing  Assets.  The  following  table sets forth the  amounts  and
categories of non-performing assets at September 30, 2000 and December 31, 1999.
<TABLE>
<CAPTION>


                                                     September 30, 2000      December 31, 1999
                                                  ------------------------------------------------
                                                              (Dollars in Thousands)
<S>                                                    <C>                        <C>
Non-accruing loans
    One to four family real estate                        $       115                $          -
     Agricultural real estate                                       -                          32
    Consumer                                                       64                          79
                                                  --------------------    ------------------------
Total                                                     $       179                $        111
                                                  --------------------    ------------------------

Accruing loans which are contractually
Past due 90 days or more
    One to four family real estate                        $       115                $         10
    Commercial real estate                                          -                           -
                                                  --------------------    ------------------------
Total                                                     $       115                $         10
                                                  --------------------    ------------------------


Total non-accrual and accruing loans
past due 90 days or more                                  $       294                $        121
                                                  ====================    ========================

Repossessed and non-performing assets
   Repossessed property                                   $         2                $         55
   Other non-performing assets                                      -                           -
                                                  --------------------    ------------------------
Total repossessed and non-performing assets               $         2                $         55
                                                  --------------------    ------------------------

Total non-performing assets                               $       296                $        176
                                                  ====================    ========================

Total non-accrual and accruing loans
past due 90 days or more to net loans                           0.15%                       0.07%
                                                  ====================    ========================

Total non-accrual and accruing loans
past due 90 days or more to total assets                        0.14%                       0.06%
                                                  ====================    ========================

Total nonperforming assets to total assets                      0.14%                       0.09%
                                                  ====================    ========================
</TABLE>

         Financial  Standards Board  Statement No. 114,  Accounting by Creditors
for  Impairment of a Loan,  and  Statement No. 118,  Accounting by Creditors for
Impairment of a Loan - Income Recognition and Disclosures, require that impaired
loans  within the scope of these  Statements  be  measured  based on the present
value of expected future cash flows discounted at the loan's effective  interest
rate; or as a practical expedient,  either at the loan's observable market price
or the fair value of the  collateral  if the loan is  collateral  dependent.  At
September  30,  2000 and  December  31,  1999,  the value of loans that would be
classified as impaired under these Statements is considered to be immaterial.


                                       13
<PAGE>


Liquidity and Capital Resources:

          The Bank is required under applicable federal  regulations to maintain
specified  levels of "liquid"  investments in qualifying types of US Government,
federal agency and other  investments  having  maturities of five years or less.
Current OTS  regulations  require  that a savings  association  maintain  liquid
assets of not less than 4% of its  average  daily  balance  of net  withdrawable
deposit  accounts and  borrowings  payable in one year or less. At September 30,
2000, the Bank's liquidity,  as measured for regulatory purposes, was 6.44%. The
Bank adjusts liquidity as appropriate to meet its asset/liability objectives.

         The Bank's  primary  sources  of funds are  deposits,  borrowed  funds,
amortization  and prepayment of loans,  maturities of investment  securities and
funds provided from operations. While scheduled loan repayments are a relatively
predictable   source  of  funds,   deposit  flows  and  loan   prepayments   are
significantly  influenced by general  interest  rates,  economic  conditions and
competition.  If  needed,  the  Bank's  source of funds can be  supplemented  by
wholesale funds obtained through additional  advances from the Federal Home Loan
Bank system. The Bank invests excess funds in overnight deposits, which not only
serve as liquidity, but also earn interest income until funds are needed to meet
required loan funding.

         In 1999 and 2000, the Company  approved  stock buy back  programs.  The
Company bought 223,003 shares of its common stock during 1999 and 198,100 shares
of its common  stock  during the first half of 2000  completing  these stock buy
back programs.

         The Company  paid cash  dividends  of $0.15 per share on  February  11,
2000, May 12, 2000 and August 11, 2000. The Company  declared a cash dividend of
$0.16 per share  payable  on  November  13,  2000 to  stockholders  of record on
October 31, 2000.  Subject to the  Company's  earnings  and  capital,  it is the
current  intention  of the Company to continue  to pay  regular  quarterly  cash
dividends.

         Savings  institutions  like the Bank are  required  to meet  prescribed
regulatory  capital  requirements.  If a  requirement  is  not  met,  regulatory
authorities may take legal or administrative actions,  including restrictions on
growth  or  operations  or,  in  extreme  cases,  seizure.  Institutions  not in
compliance  may  apply  for an  exemption  from the  requirements  and  submit a
recapitalization  plan. At September 30, 2000, the Bank met all current  capital
requirements.

         The  Office of Thrift  Supervision  (OTS)  has  adopted a core  capital
requirement for savings institutions  comparable to the requirement for national
banks.  The OTS core capital  requirement  for the Bank is 4% of adjusted assets
for  thrifts  that  receive  the  highest  supervisory  rating  for  safety  and
soundness. The Bank had core capital of 8.21% at September 30, 2000.

                                       14

<PAGE>


                     WELLS FINANCIAL CORP. and SUBSIDIARIES
                               September 30, 2000

                                   FORM 10-QSB

PART II. OTHER INFORMATION
--------------------------

Item 1.           Legal Proceedings
                  -----------------
                  None

Item 2.           Changes in Securities
                  ---------------------
                  None

Item 3.           Defaults upon Senior Securities

                  None

Item 4.           Submission of Matters to a Vote of Security Holders
                  ---------------------------------------------------

                  None

Item 5.           Other information
                  -----------------
                  None

Item 6.           Exhibits and Reports of Form 8-K
                  --------------------------------
                  a.  Exhibits:

                          27 - Financial data schedule

                  b.  No reports on Form 8-K were filed


No other information is required to be filed under Part II of the form


                                       15
<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.



WELLS FINANCIAL CORP.




By:    /s/ Lawrence H. Kruse                        Date:    November 6, 2000
       -------------------------------------                 ----------------
       Lawrence H. Kruse
       President and Chief Executive Officer


By:    /s/ James D. Moll                            Date:    November 6, 2000
       -------------------------------------                 ----------------
       James D. Moll
       Treasurer and Principal Financial
          & Accounting Officer



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission