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Pathward Financial, Inc.

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FY1995 Annual Report · Pathward Financial, Inc.
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Profile

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FINANCIALHIGHLIGHTS

At September 30 ......................

1991

1992

1993

1994

1995

(Dollars

in Thousands except Per Share Data)

Total Assets .......... . . . . .... . . . $188,946

$171,030

$160,827

$274,115

Total Loans

. .

. . .

. .

. .

68,237

\

74,561

v

80,224

u

155,497

v

178,552

$264,213

/

Total Deposits ............................

163,688

147,289

122,813

176,167

Stockholders’ equity

. .

. . .

13,950

14,970

33>438

34,683

171,793

38,013

Book value per common share

N/A

NIA

$

16,82/

$

18.69 I

$

21.19 w

Total equity to assets

. . .

. .

7.38%

8,75%

20,79%

12.65%

14,39yo

For the Fiscal Year ....................

1991

1992

1993

1994

1995

Dollars

in Thousands except Per Share Data)

Net interest income ....................

$3,960

$4,609

Net income ................................

Netincome pershare

.. . . . .......

594

N/A

(

Netyield oninterest-eaming assets

2.01%

Retumon average assets

. .

.29%

Retumon average equity . . .....

4.41%

1,020

N/A

2.63%

.5770

7.08%

$5,077

1,352

$o,66(’~

3.21~o

.84%

7.10%

$7,870

2,729

$ 1.37

3.94%

1.29%

7.89%

$9,405

3,544

$1.99

3.63%

l.al~o

9.86%

{1) Net

income Per ~har. k based on the assumption that
the entire year.

30, 1993, were outstanding

Sepkmber

the wekhted auera~e shares outstanding at

13

$176,1

$3,544

$163,6 08

$147.2E

$1ea,9

146

$171,0

$1,352

I

AU&res

kdicate

doUar amou.t.s

k thoman~

Total Assets

Total Deposits

Net Income

Net InterestIncome

$9.405

[1]

CHAIRMAN’S LETTER

To Our Stockholders:

First }liriwest Financial.

III(. achieved

ex(;ellerll

results in

fisfal

1995 with net income

of $375+ +.000., or $1,99

pcr

share. W~el]lan to do even better in the tears ahead.

0114 ugust 22.199<5

Jve anno(lncrd

the antic ilJat ed

accluisilion

of Iowa BaIlcorl),

Inc.., 13arent (:onlflanl

of

[owa Savings Bank

a federal

savings bank.

in Dt:s

Nfoines,

]owa,

I Tndt:r the (Infinitive agreelnent

execul ed

with Iowa Barlcorl).

IIIC:,, First Nli dm-est Finatlcial.

Jrl(:.

\vill acql~ire al I o[ltstan{ling

shares.

inc”ludir]g shares

~uhle(;t to oI~tion. of Io\va Bancorp.

Inc.

for $8 ~nillion.

Sul~je(-t to a[)l)ro~ al of the shar~;holder-s of lo\\a Bancorp.

lrl(’. and the office

of’ Thrift SuI~(~r\ision, we ant it:iIjat e

that the iransa(;tiorr ~~ilI he corn[)lei ed 1)~ the end of the

year.

lrtwa Savings Bank is onc of the best (aI}ita[ized

[inan(ial

illstil Iltior]s in the state of

[ow:l with a tangil)le

arid (’ore (a[)ital

ratio in f’.x(’ess

0[

21

‘Yoas of Sc’i]terrlher

~lo, 1995. The lr](:rgcr of Iow-a Savirtgs Bank into Firsl

Federal Savings BaIIk of the Nlicl\\~,st m-ill Ijroyid(’

the

o~)])ort Illlit v to PX1}:U1({ollr retail

l~allking netw-ork inlo

Iles N’[oint’s. givi]lg Lls a I)rt’sence in the larg(’st market

in

Ioty a. Jeann(;

I’artlom-.

l’residrr]t

and ChiL’f Exec[lli~e

officer

of IoI\a Ban(orl).

111(I.\vill k~ra~)~)ointed to t11(:

Board of l)ire(tor~

of First kfidw-est Finall(:ial.

In(.. n[)on

(.orn[)letion of the Inelger, N’Irs. PaIllOm- mill also remain

as [)r[~,sident of Ioyra .Sa\-ing7.sBal 1k. Tvhich \till o~)erat(: ati

a di}”ision of First ~“c(h’ral,

TIIe

stock rt:l)urchase

f)rogr-arrl annonn(>r([ SeIjtenl])(r

20, 1 ‘)9+ ~~-as(oln~)letc’d on February

27. 1995. Dl[rillg

that ~)eriod. 9+.228

bharcs. or a~~proxilnatel]-

.5[% of the

shart’s outstaudills

at that tirrle. were r(>~)llr(’based at

[~rt~vailill: nlarket

I)rices.

,fnotlltr

stock repl~r{;h:~,se

l)rt)gran] was a]lnoun(;ed

oll Se[)tern~jer 25. 199<7 with

I)l:inh 10 re[)llrchase

af)~)roxiIt all ely 50/0 of the then

o[lt standin~ 1 ,798.22,5

shares in the open nlarket h}-

Septelnher

~30. 1996.

/1 major ellll:ltl~>t~r]lt,rlito the Bank-s (Iata f)rocessing

sl-stcrll

w as ac(,oll~l)lisht>d tllifi [}ast year. resulting

in

irll~)roved I)ro(lu(’tiv-itv and i]llerr]al ol~(:ratil)g effi(.ierl(’ies.

l]) af{dilion,

ext(:llsi~ e renlodelillg

and re(le(orating

was

re(;ently (Iorll[]leted in First Federal-s Nlairl Bank office

in

Stornl

lake, These irnl)ro~ ernents ha}e

(’rested a lnore

customer-friendly

retail banking

environment

and are

of credit risk in the Bank’s

loan portfolio

and other

benefiting

our staff

in their effotis

to serve customers

investments, was 20.420/o, which is more than two and

more efficiently. Other First Federd

bank offices are

one half

times that required

by federal

regulation.

scheduled

for redecorating

in 1996.

On November

27, 1995 First Midwest Financial,

Inc.

Expectationsfor FutureSucc=s

announced

that the corporation will

increase

its

First Midwest Financial,

Inc. continues

to seek out

quarterly

cash dividend

from 7 1/2 cents per share to

additional

acquisitions

of savings banks,

commercial

11 cents per share for the first fiscal quarter

of 1996.

banks,

and other related-service

companies

in our

The dividend, which represents

an increase

of 47°k,

geographic

areas. We will evaluate

them careftily

and

will be payable

on January 2, 1996 to stockholders

of

pursue my

that represent

opportunities

to help achieve

record on December

15, 1995. We are pleased to pay

our goal of profitable

long term growth.

this additional

cash dividend

to the stockholders

of

First Federal management

is implementing

a variety

First Midwest Financial,

Inc.

of strategies

for improving

growth in our retail banking

operations.

These include

defining

expectations

and

Operating Highlights:

increasing

accountability

for sales and service efforts by

Net income

for fiscal 1995 exceeded

$3.5 million.

all bank employees,

activating more aggressive

Earnings were enhanced

by a 20% increase

in net

marketing

to prospective

customers,

and directing

interest

income. This was due to a significant

increase

better focused

cross selling efforts

to current

customers,

in the Bank’s

loan portfolio

and the benefits

of a full

Our satisfaction with the Company’s

fiscal 1995

year of operations

from First Federal’s Brookings

results is exceeded

only by our expectations

for future

Division. Operating

results were further

enhanced

by a

success ! Driven by the desire to “work smarter”, we are

gain on the sale of securities

resulting

from

actively defining how that philosophy

can be put into

restructuring

of the bank’s mortgage-backed

securities

practice

every day, by every employee

in each

portfolio.

department,

each office and each division of this

Deposits

totaled $171.8 million, with assets of

Company. We are confident

that your investment

in

$264.2 million at the close of fiscal 1995.

Lending

First Midwest Financial,

Inc. will be rewarded with

activity increased

during fiscal 1995 with originations

increased

stockholder

value as a restit

of our continued

of $65.3 million.

As of September

30, 1995 the loan

efforts

to achieve profitable

long term growth.

portfolio

balance

totaled $178.6 million, which was a

15y0 increase

from the previous

year.

Stockholders’

equity at the end of fiscal 1995 totaled

$38.0 million,

compared

to $34.7 million at the end of

the previous

year, which was an increase

of over 9%.

This increase

is a result of the Company’s

strong

“m

earnings

during the fiscal year, and reflects

the effect of

James S. Haahr

‘“”

the stock repurchase

programs

during that same

CWIWW

OF T= Bo.4RD, pmsmEm

& CEO

period.

December

13.1995

First Federal’s

tangible

and core capital as a

percentage

of total assets increased

to 12.377.

at the

end of fiscal 1995 which exceeds

the regulatory

requirements

by 10. 87°A and 9 .37°/0,

respectively.

Risk-based

capital, which is an indication

of the level

[3]

[4]

-~m

~mcoNRNus

ITS L-TERM

colw~

To

HOME -w.

lHls~

~FoRluEw

PURCHASE,

REFINANCING,

AND HOME

IMPROVEMENTS.

The management md staff of First Federal have renewed our mmmitment

to

achieving

profitable

growth in nur retail bank network. Capital

improvements

made during 1995 have provided

valuable

support

to our efforts

in achieving &at

goal. The up-grade

to the Bank’s data processing

system and the remodeling

of

the Main Bank Office have resulted in numerous

opportunities

for staff to improve

their efficiency

and productivity.

Improved

productivity means more time for sales

and service as we work together

to aggressively market bank products

to current

and prospective

customers.

First Federal

offers all types of loans, with home lending

as the cornerstone

of

our loan portfolio.

The Bank’s

commitment

to home financing

includes

loans for

A VARl~

OF LOAN

new construction,

purchases,

refinancing,

and home improvements.

The Key Plan

~,

m

SOTHFIXEDAND

ADJumAsLE RATE

OPnoNs, ENAsLE

US TO SERVE THE

UNIQUE NEEDS

OF INDMDUAL

~.

Thane and Jenn~er

Brown work to complete

a new home for their

famdy on mite Cap

Road in Storm Lake,

with the he~ of a

contraction loanfiom

First Federal.

for Homeowners,

which was introduced

last year, has become

the most popular

choice

for mortgage

loans at First Federal. This product

packages

core bank

products,

including

checking,

savings,

and escrow accounts, with a reduced

rate

mortgage

loan. Key Plan customers

save money on mortgage

loan interest e~ense

and the Bank benefits

from multiple-account

relationships with those customers.

In an effort

to help make home ownership

affordable

for more people, First

Federd

continues

to participate

in a variety of special assistance

programs,

including

the Affordable Housing Program through the Federal Home Bank of

Des Moines,

the Iowa Housing Assistance Program through tie Iowa Finance

Authority,

and the Iowa League

of Savings

Institutions’

Affordable Housing

Program.

First Federal

is proud to be a portfolio

lender, dike

the current

trend in

banking, which is to package

and sell loans. As a portfolio

lender, mortgage

loans

originated

at First Federal are serviced by First Federal. This gives the Bank more

flexibility

in structuring

rates and terms to the unique needs of individual

borrowers.

Customers

also benefit

from local

service in handling

their payments

and by getting prompt

responses

to any questions

on their loan and escrow

accounts.

. ___

ECONOMIC
HIGHLIGHTS:

Storm bke,

Iowa

Average Land Value

for prime farm land

in a 12 county area

of Northwest Iowa:

$1,972

per acre

(November 1B95)

Building Permks:

Residential

$1,978,337

Commercial

@.326r763

(YTD 1995 thru 10/31 )

Taxable Retail Sales:

$105,937,705 (19B4)

Unemployment Rate

for Buena Vista

Coun~

2.4 %

(September 1995)

[6]

(:oIlsunier

lcndiug.,

including

borne c(~ui~- loans.

contiuues

to ht: an important

segment

of First Federal’s

total

loan program,

In order to help inrrease

{;()~lsumer

loan prorluclioll.

~rc havf} established

a nlltnher of dralt;r Ioatl accounts,. Tilese

relationships

enable First Federal

to be a source of financing

thruu:h

dealers

for

(-onsunler ~)urchases

such as autoh., appliances,

and furnitl~rf,.

In addition;

a pre -

a])proved

consumer

loan calupaigll

targ(’ting

seleclr=d First Fe(lera I customers

is in

~~rogress.

The Ifgr’i{”u Itural aud (;ommer’(:ial

Loan Dt’partrnc~lt at First Federal provides

financing

and service for start-up

alld exi~ling t)perations

of any size. Nlany of Ihe

Bank’s new agricultural

and conullercial

loan custoulers

zareheiug rcf’crrt;d 1u (]s

hy our (urreut

rustomers, which is au enclor~e[nen(

of our commitrnf’nt

to clualit~

servi{’e,

First F(’(leral offf’rs che(;king

ac-(-ounts dcsigne(i

to satisfy different

tJ-pes of

(’ llst olller needs.

ii full range of FDI(U - insured savings at”couuts an(l certificates

of

deposit are offere(l

to savers. The Savil 1:s Plus .Ac(;olnlt was irltroflllced

last spring

as an attractive

(.hoi(:c for depositors with short tt’rm Sak’iugs needs. SaYirl$s Plus

offers the (ollvenif’n{;(’

of slaiemen~ fiavings “’plus’” a higher T-ield.

The Trl]st and Rt;tirenlent Department

at First Federal

trustees

IR,I, KE(),

and

SEPP plans. These tax-deferred

ret ircmerrt plans offer cuht omr=rs a full range of

(~ualificd investment

choices.

In addition.

they offer trust services

suc:h as the

professional

administration

and management

of assets.

including

estates and

agency ac(;ounts.

First Services Financial Limited

Investment Services Division

The Invc’stment Se1x7ic.esDivision of First Federal-’s suhsidia~-3 First Servi(:es

Financial

1,imit ed, has offices

located

at 118 East Fifth Street in Storm Lake

and in the Bank-s Nfansou office. Registered Representatives

providr

alternative

invf:stment

produrts,

including

i ax-deferred

annuities

(fixed and variable).

mutual

funds,

life insurance., and discount

brokerage

servi(;es.

(These products

are not FDl(l-i nsu red nor gllar-:irltee d l)y First Federal

or any affiliates.)

[7]

[5]

Brookings Federal Bank, a Division of First

Federal Sauings Bank of the Midwest,
600 Main Avenue, Brookings, South Dakota.

BROOKINGS DIVISION

ECOWMIC
HIGHIJG-

Brookinga,

Bouth Dakota

AvsraP Land Valua

in Ea~ Central %uth

Dakota: $475 par

acre (February 1995)

Building Permk

Residential

$2,790,050

Commercial

$B*,1OO

(YTD

1995 thm B/30)

Taxeble Retail Bales:

$190,163,113(1994)

Unemployment Rstw

The Brookings Division has made a significant

contribution

to the Bank’s net

earnings

since they were acquired

in March 1994. Fiscal 1995 was the first fu~

year of Brookings Federal

operating

as a Division of First Federal,

and the

benefits

of that are reflected in the Bank’s

increase

in net income.

Brookings Federal

continues

to be one of the dominant

home mortgage

lenders

in their market area. The Kev Plan for Homeowners

was introduced

in the

Brookings market

this past year and has been well received by new mortgage

loan

customers.

In order to help make home

ownership

affordable

for first-time

and

low-income

home buyers,

the Brookings Division participates

in the South Dakota

Housing Authority’s Assistance Program.

Consumer

lending

through the Brookings Division continues

to increase.

Brookings Federal

is also involved with dealer loan accounts

and the pre-

.8Y.

(5aptambar 1995]

approved

loan campaign,

Brookings

Federal

increased

their commitment

to agricultural

lending

this past

year with the addition of Steve Almos as .4ssistant Vice President

- Agricultural

Loans. A long-time

resident

of the Brookings

area, he brings

over 16 years of

agricultural

banking

experience

to Brookings Federal,

.4s a result,

the Bank’s base

of agricultmal

customers

has increased

significantly

and continues

to grow.

Commercial

lending has also increased. Brookings Federal

continues

to seek

qualiv

commercial

loans for any size business.

Brookings Federal

offers a full

line of deposit products

including

checking

accounts,

savings accounts,

and certificates

of deposit. The Savings Plus account

was also introduced

in the Brookings market

this past year.

F;arlier this year, Brookings Federal developed

Preferred Banking Benefits,

a

special package

of banking

services

featuring

a pre-approved

line of credit

loan,

tied to direct deposit

of payroll. The program was introduced

to employees

of

Larson Manufacturing

Company

in Brookings.

South Dakota,

as a part of their

benefit package.

Larson Manufacturing

Company

rnanufacturt’s

and distributes

a

line of energy-efficient

storm doors and employs

over 600 people at their

[9]

Brookings

Federal

is

plea,sed to hare

[>rorided

a con,ftr((ctior(

loan us u’el[ as

perlnarlerttjinartcirlg

for

Ben and Sht>lley Crrtrs ’

f~orne in Brook;ngs.

South Dakota State University, Brookings,

South Dakota, 1995 Fall term rnro[lment

and on- camp us is 9, ~~~, an incrra,~efrom

of-
9,140 last }/ear.

llot~ l~izk~man, OamFr
o/ Brookin,gs EJ7gru1‘ir/g
Inc. ajtd Botr’s .~port

.~hop,

located

in

doa,lltol!,ll

Brookings.

Brook-ings

Fed~ral

proliciesfiltartc

irtgfo:

this 1]lt,~iness, u,h ich

!auttl(fctctltres

~ttgrat,ed

p[rrle;

that at-e

distrihil

ted throllgh out

2.7 Strrles.

Brookings

location.

Preferred Banking Benefits

is pro~ing

to be successful

in

attracting neiv bank customers w,ith checking

accounls

and consumer

loans. as

m~ellas other bank products.

Brookings Service Corporation

AS an enhancement

to traditional

banking

services, PrimeVest

In~estnlent Centert

operating

through Brookings

Se~7it;e (~orporation

(a subsidiaq’

of First Ser}~ices

Financial Limited),

offers full ser~ice brokerage with a wide range of aliernati~~e

in}restment products,

(These products

are not FDIC1-insllred nor guaranteed

by

First Federal

or any affiliates.

)

Brookings Federal Advisory Board

The Brookings

Federal Ad\isory Board is instrumental

in proliding

ad~’ice and

counsel

to ihe Brookings Di\’ision regarding

business

and social

issues in the

Brookings market area.

}len~bers

of this hoard as pictured L-R 1JC’1OWinclude:

J~YIF,sC. ~TIN’l’EHBok;R:

Presider)

t. BrooA-ings Federal

~AR1. R. R[E;:

Retail

;}lan(~ger. Rt[nnittg >

~IRGII, ~. ~T.I.ERBRL(;I

[:

.,4s,$i Board

Oa!rlt’r, Ilarson ;}{artt~fwl assets............................................................... $264,213
4,616
Cash andcash e~ivdents.,...,...,...,..,......,...,.,.,...,...
48,829
......................................
Securities avtidle.for.sde
21,403
Mortgage-backed securities available-for-sale .
.
Securities held.t{J.ma~ri@ .......................................
—
Mortgage-backed securitiesheld-to-maturi~.
..........
Loans recei~’able,net ................................................
Excess of cost over net assets acquired, net
Deposits ....................................................................
Total borrowtilgs ......................................................
.
Stockholrfers’ equity ..

178,552
1,690
171,793
52>248
38,013

. . . ....... ... ... ...

..

..

.

.

6.430

13,222

23.958

18.000

47,917

155.497

1.815
176,167

61.218

34,683

20.544,
~o

31,293
24,792

80,224

—

122,813

3,115

33.438~

/

;

Year Ended September 30,

1995

/

1994 /

1993 /

Selected Operations Data:
Total ktel.est incoIne ................................................ S21,054
,11649
Totdinterest exI)ense..........................................
Net iIlterestillrfllrle.........................................
..................................
Prolisiou forloanlosscs
.

97405
250
9,155

illcorne after prolision for loan losses
income:

Net interest
h-orl-inierrst

Loa]~ fees andsemic~

charges .

.

...

.. ... ..

... .

?12

Gain (loss) on sales of loans. mortgage-backed

securities, Irl\”CShIICntsecurihes and othtr assets

Otl]crrlorl-interest

irlcoIlle,..,.,

.. . . . .. .. . . . . .. .. . .. .. . ..

Totdrlo[l-interest

irlct>Irle . . . . . . .. . . .. . . . . .. . . .. . . .

Total non-irrierest expense . . . .. . . .. . . . . .. . . .. . . . . . .

Income bcforp income taxes. cxtraordiuq

item and t.urmdative effect of change in

accounting prirlciple ..,.. ,., . . .. . .. .. . .. .. . .. . .. .. . .. ..

Ir]c[Jrll(.ttlxex]Jerlse

. .. .. . .. . .. .. . . . . .. . . . .. .. . .. .. . ... . .. .. . . . . .

Income before t’xtraordiurrry item arul cmnrrlalive

cffrct of change in accounting principle

Extraordiuarv

itcrns — net of taxes . . . .. . . . .. . . .. . . .

(;unnrhitive rffett of change in accounting principle

l,o~o

.504

27286

,5.,576

5.865
2,321

3.5-t4

—

S15,153
7,283

7,870

105
~ 765

.598

9
471

1.078
4.938

:3.905

1 +33

-

2.472

257

225

+,852

708
3~+

1.555
3725

2.682

1 0?5

-

1.637
( 285)

—

4,377

/

29,844

20
—

5+,494

32.907

74.561,
—

147.289

7,55+ ‘

14,970

4,656
—

43.327

38,193

68,237,

163,688

9,115

13,950

1992

1991

(In Thousands)

$13,791

$ 17,42+

9,182

4,609

/
50 ,

4,5.59

518

19 .

510
1.047
3,995,

1.611

~

591

1.020

‘

13,464

3,960
238.

;~7~~

4.52

538
372

1.362

3,962

15122

518

604

(lo)

Netin(.ollle

. .. . .. .. . .. . .. .. . .. .. . . . . .. .. . . . .. . .. . .. . .. ...'. . . . . .. .. . .

S 3.544

$ 2.729

$

1.352

$1,020

$

594

Year Ended September 30,

1995

.1994

1993

1992

1991

Selected Financial Ratios and Other Data:
R 4TIOS:
PERFORM,kNCE

Retllrn

on assels (ratio of net incomr

to avcragr

total asset s)(l’’ ... .. .. ... .. .. .. .. ... .. .. ..

1.31%

lnterrst rate spread informo(ion:

.\\t.rilgel lllri]lg~.rar .

. .. .. .. .. .. .. ... .. .. .. .. .. ... . ... .

End of year . ... .. .. .... .. ... .. .. .... .. .. .. ... .. .. .. .. .. ... ..

Net !-i~ld on averagr

itlttrc’st-e[lrlli]]g

asse[s ...,.

Ra~io of ol]t,racir~: expense to averagr total asseti

Retl~rrl OT)retain~d earnings

(ratio of net

i]lco~]rf, to averagr e(plity) [’:

Q[’,A1.[TJ’ R.lTIOS:

. . .

. .. . . . .

.

.. ..

N-oll-[)erfl)rming a~sel> to totfil assfts al end of year

3.13

2.85

:\.6:3

2.06

(1.86

.~()

:U1owaTlce

f(>rl(,au losses to rl(lrl-[}t’l-forrllklg Ioarls

‘) ’)7 ‘)7
i.-.
--

(APITtI

R:[~loS:

l{~tahled earlrin:s to totrrl ZS ,?.)
#---

7.08

.23

239,0+

8.?5

8.00

1.57

1,+:3

2,01
1,96

+.+1

77
.,,

56.37

7.38

6.68

1 12.69%
~

10~.18%

10

106.~6Y0

13

for fiscal year 79W is 7. 17% and 7.54%,

respedively,

excluding

the cumulative

efict

of change

in accounting principle.

Management’s Discussion and Analysis

General

Acquisition Announced

First Midwest Financial,

Inc.

(the “Company”

) is

On August 21, 1995,

the Company

entered into an

savings and loan holding

The Company
in 1993 and, on September 20,

a unitary non-diversified
company whose primary asset is First Federal Savings
Bank of the Midwest
(the “Bank”).
w-as incorporated
1993, acquired all of the capital stock of the Bank in
connection with the Bank’s conversion from mutual
to stock form of ownership.
Company prior to September 20, 1993, except where
otherwise indicated,
subsidiary

are to the Bank and its
basis.

All references to the

on a consolidated

The Company- offers a variety of financial

services

the counties of

in its market area.

and Sac
county

Ida, Pocahontas
Iowa, and Brookings

to meet the needs of customers
The Company’s market area includes
Buena Vista, Calhoun,
located in northwest
located in east central South Dakota. The Company
attracts retail deposits from the general public and
together with.
used those deposits,
has historical}
other funds,
residential
to originate single-family
mortgage
activities have expanded to include increased
originations
commercial
origination of agricultural

and purchases
real estate loans and the increased

loans. Recently,

of multi-family

the Company’s

related loans.

lending

and

The Company’s

basic mission is to maintain and

enhance core earnings while se~,ing its primag
market area. As such, the Board of Directors has
adopted a business strategy designed to (i) maintain
the Company’s
requirements,
Compan~’s

(iii) control operating expenses,

(ii) maintain the quality of the

tangible capital

in excess of regulatog

assets,

(iv) nlaintain and. as possible.
Company’s
Compan~-’s exposure to changes in interest rates.

interest rate spread and (v) manage the

increase the

Agreement and Plan of Merger and Reorganization
(“Iowa
(the “Agreement”’) with Iowa Bancorp,
Iowa
Bancorp’? ), and its wholly-owned

subsidi~,

Inc.

located in Des
calls far the Company
shares of Iowa Bancorp in

Savings Bank, a federal savings bank,
Moines,
Iowa. The Agreement
to acquire all outstanding
exchange for a cash payment
subject
to adjustment
the Agreement.
approval by Iowa Bancorp’s

stockholders

The transaction is subject

of $8.0 million, which is
in accordance with the terms of

to
and to

aPProval bY the office

of Thrift supervision,

At September 30, 1995,

Iowa Bancorp had total

assets and stockholders’
$24.9 million and $7.0 million,

equi~ of approximately-

respectively.

Acquisition Completed

On March 28, 1994,

the Company

acquired
(“Community”)

Inc.

located in Brookings,

subsidiary, Brookings Federal

Community Financial Systems,
and its wholl;r-owned
Bank, a federal savings bank.
South Dakota.
approximately
$31.38 per share to acquire all of the 333,513
of Community’s
stock). At the date of acquisition, Brookings Federal
Bank had total assets of $69.4 million and deposits of

The cash purchase price totaled
$10.5 million (purchase price of

issued and outstanding

common

shares

$57.2 million. The two offices of Brookings Federal
now operate as the Brookings Federal Bank Division
of First Federal Savings Bank of the Midwest. The
acquisition was accounted for as a purchase and,
accordingly,
Statement of Operations
results of Brookings Federal beginning Ylarch 28.
1994, The excess of cost over assets acquired,

includes the operating

the accompanying

Consolidated

The follo(Ling table sets forth the a,eighted aterage eflectiue interest rate on interest-enrning assets and interest- bearir[g

~iabilities ot the end of ear-h qf th~ .Iears ~~resented.

At September 30,

1995

1994

1993

7.99%

6.8,5

?.66

+.66

7.+6

2,28

2,30

+.87

5.10
+7~

4.50

8.18%

8.(>6

5.90

2.81
7 ‘>j
, .-c

~,:~~
2,56

5.04

6.59

6.8:3

+.37

2.880/0

3.00

2.<55

5.80

6.14
,;,7>

.>.g~

$1.8 million,

totaling approximately
amortized over a fifteen year period, which totaled
$1257000
1994,
Consolidated Financial Statements).

for fiscal years 1995 and

and2 to the

respectively

(see h’otesl

and$63,000

is being

The following

discussion of the Company’s

financial

condition and results of

consolidated
should be read in conju~ction with the
operations
Selected Consolidated
and
Consolidated Financial Statement and the related
notes included elsewhere herein.

Information

Financial

Financial Condition
The Company’s

total assets at September 30,

1995 were $264.2 million (which consisted primarily
of the assets of the Bank), a decrease of $9.9 million,
or 3.6Y0, from S274.1 million at September 30, 1994.
The decrease in assets is primarily due to the sale of
mortgage-backed
was partially offset by increased origination and
purchase

securities during the period, and

of loans.

During the ‘quarter ended June 30, 1995, all

securities previously
including mortgage-backed
reclassified to the available-for-sale
reclassification was performed

designated as h~ld-to-maturity,
securities, were

category.
after consideration

The

of interest J

,

risk to the market value of this

provided

opinion that the

It was management’s

of a pending regulatory policy

management
clarification regarding the measurement
sensitivity of adjustable-rate mortgage-backed
securities.
pending regulatory policy clarification
sufficient potential
type of security to warrant reclassification
securities held by the Company
sale designation.
ments of SFAS 115 (see Notes 4 and 5 to the
Consolidated Financial Statements),
all other
securities previously designated as held-to-maturi~
were also reclassified to available-for-sale.
the quarter ended June 30, 1995,
adjustable-rate mortgage-backed

In accordance with the require-

of the

to the available-for-

During

the reclassified
securities were sold.

The Company’s

portfolio

of securities held-to-

excluding ~

securities,

increased $17.6 million,

maturity and securities available-for-sale,
mortgage-backed
or 56.4’%., to $48.8 million at September 30, 1995
from S31.2 million at September 30, 1994. The
increase was due to the acquisition of securities,
primarily issued by agencies of the federal
government with relatively short terms to maturit~’,
an amount
period.

that exceeded maturities during the

in

The balance in mortgage-backed

securities,

by

including

those designated as held-to-maturity

and

Rate/Volume Analysis

The following

schedule

presents

the dollar

amount

of changes

in interest

income

and interest

expense for major

components

of interest-earning

assets and interest-bearing

liabilities.

It distinguishes

between

the increase

related

to

higher

oatstandirtg

balances

and that due to the le[els and [,olatili&

of interest

rates.

For each catego~

of interest-

earning

assets and interest-bearing

liabilities,

information

is proeided

on changes

attributable

to (~ changes

in L,olurne

(i.e..

c;tlanges

Forpllr[)oses

itt colume mult@lied
of this table,

changes

by old rate) and (i~ changes

in rate (i.e.,

changes

in rate mult+lied

by old rolume).

attributable

to both rate and (oLame,

u>hich cannot

be segregated

have been allocated

proportion

ate(~ to the change

due to {~olurrle and the changp

due to rate.

Yaar Ended September 30,

1994 vs. 1995

1993 vs. 1994

Tl]rreas?

Inrrea.e

[Drcr?as?)

(Derrease)

Total

Incrrasc

Dl,c. t,, \ ,,11,,11,.

Due to Rate

(Decrease)

T1lcrease

Irlcreas?

(DPcrrasr)

D\,? t“

V,lllllne

(Decrease)

DI,C

t<, Rate

Total

Irlcrcase
(Decrease)

INTEREST-EARNING
Loans rccci~-able
Nlortgage-hacked

Srcuritics

other

(F13LB Stock)

securities

.\SSETS:

$4.180

$

(156)

609

26

106

130

1,007

A

$

Total

interest-earning

assets

S 4,921

980

$5.901

(I)ollr,r,r

ir, Thol,,fands)

$3,058

S

3+6

1,190

(489)

(533)
(47)

$3.40+
657

(536)

s +.024
739

1.033

105

IXTEREST-BEARINC

LIABILITIES:

Time (leposits
DCIII:LII(l an(I S0\17 {ieposits
Savings deposit~
F] ILB acivances
other Borrom’ings
Total

interest -1)earing liabilities

1,+1+

6+

6

1,.580

(60)

(19)

3+0
l?

1

934

(5+)

(214)

(5)

(62)

(109)

(7+)

126

(:?)

82.5
(128)

s 3.00+

$1.362

S 1,238

$ (+64)

$

774

\-et effect on nri

itltercst

incolne

$ 1,91?

s

(382)

$1,535

$2.581

[16]

to

or

decreased by $50.5 million,

horn the sale ‘of approtiately

%vailable-for-sale,
70.2°h1 from $71.9 miUion at September 30, 1994,
$21.4 million at September 30, 1995. The decrease
restdted p~arily
$47.9 million in adjustfile-rate
securities which had been match-fuded
adjustable-rate
Lom’Bank
million decrease in mortg~-backed
due to re@ar
portfolio.

$2.6
securities was
received on &e

of Des Moines. The remaining

from the Federal Hom~

mortgage-backed

of principal

borrowings

repayment

with

During the year, the Company’s

net portfolio

of

increased by

to $178.6 million at

and loans held-for-sale

loans receivable
$23.2 million,
or 14.9%,
September 30, 1995 from $155,5 million
September 30, 1,994. The increase in the loan
portfolio was due,to increased origination of resi-
dential and commercial mortgage
loans, consumer
loans and agricultural
loan portfolio
multi-family
loans.

the
increased as a result of the pur~hase of
residential and commercial

related loans.

In addition,

real estate

at

The balance

of customer deposits decreased by

$4.4 millian, or 2.5%,
September 30, 1994 to $171.8 million at September

from $176.2 million at

30, 1995. The decrease in deposits was primdy

(governmental

tie restdt of &_e withdrawal
customers
to meet cash needs, and for reinvestment
tively higher interest rates. Deposit balances -in retail
customer accounts declined mitiWy
period.

of funds by non-ret~
and other public agencies)
at competi-

during the

The Company’s

borrowings

from ~e Federal

from $60.3 million at September 30, 1994 to

Des Moines decreased by $9.2

Home Loan B-of
million,
$51.1 million at September 30, 1995. The decrease
was due to the repayment
from the sde of adjustable-rate mortgage-backed
securities, offset by additional borrowings used to
fund the increases in the loan portfolio
investment

of borrowings

securities.

resulting

and

Results of Operations
The Company’s

results of operations are primarily

dependent
income and the Company’s

on net interest income, non-intbrest
ability to manage

operating expenses. Net interest income is th;
difference,
interest-earning
interest-bearing

or spread, between the average yield on
assets and the average rate paid on
liabdities.

The’interest

rate spread is

Average Balances, Interest Rates and Yields

The following table presents for the periods indicated the total douar amount of interest income from average interest-earning asseti and

the resultanty”elds, as weti as the interest expense on avemge interest-bearing liabdities, expressed both in dollars and mtes. No tu

equtualent
the table as loam caqing a zero y“eld.

ad]”ustrnentihave been made. AU auemge balances are guarterly auemge bai!arwes. Non-accruing loaw ha[,e been included in

Year Ended September 30,

~EBEST-E@WG

ASSETS:

Aversge

Outstanriing

Batmc.

1995

Interest

Emedl

Ptid

Yield/

Rste

Aveq

Oubmding

Balance

1994

Intmst

Emed/

Paid

Average

Yield/

Rate

out5tan@

M..

1993

Interest

Esmed/

Psid

Yield/

Ba&

(Dollars

in Thousands)

Loans receivable[’)..,

.............. .... ...... $161,243

$13,768

8.54% $112,317

$ 9,744

8,68% $ 75,768

$6,340

8.37%

Mortgage-backed

securities .. .... .......

Securities ... ............. .........................

FHLB stock ........... .... ................... ...

51,157

42,674
3,720

3,905

3,111

270

7,63

7,29

7,26

42,914

42,130

2,262

3,166

2,078

165

7.38

4.93

7.29

29,106

51,846

1,522

2,509

2,614

123

8.62

5.04

8.15

Total

interest-earning

assets ,...,. $ 258,?94

./”-

8.14% $ 199,623~’

$15,153

7,59% $158,242

~~REST-BEABING

LIAB-S:

Time deposits,,..,,..,.,.,...,...,...,..,,..,..

$132,856$

7,232

5.44% $104,283

$ 5,158

Savings deposits,...,...,...,..,,..,,..,,..,,,

Demand and NOW deposits..,..,,..,..

FHLB advances,...,...,...,...,..,,.,,.,.,..

Otberborrowred money.,......,,..,...,..

Total

interest-bearing

10,431

317139

56,820

1,159

277
736

3,344

60

2.66

2,36

5.88

5.18

7,933

30,861

22.579

2,043

208

737

1,041

139

/

&l,586
—

7,32%

_

$5,032

5,17%

+,95 7. S 97,344
7,331

2.60

2,38

4,61

6,80

30,865

‘

2,321

2.556

196
798

216

267

2.67

2.58

9.31

=5

liabilities .,.......,......,...,...,...,..

$232,405

/$11,649
—

5.01% $167,699

—

/ $ 7,283

4.3+% $140,417~

—

$6,509
—

4,63%

—

Net earning assets . ... ... ... ... ... ... .. ... $ 26,389

$31,924

Net interest ticome

.......... ........ ... .... .....

Netinterest

rate spread .,...,,.,,..,...,

.......

Net ~tield on a>-erage interest-

earning assets .......... .... ................... .

Average interest-earning

assets to

$9.405
-

$7870
-

3,13~o

3.63%

$17,825

$5077
-

3.25~0

3,94%

.. .

2.69%
_

~/0

average interest-bearing liabilities .... .

lll,35~o

119.04~o

112.69%

(1) Calculated

net of deferred

loan fees,

loan discounts,

Ioana

in process

and loss resewea.

[17]

,-

an overall reduction in net eatig
reduction in the net interest rate spread.

assets and to a

-

to a

or

to $13.8 million for the year ended

to $21.1 million from $15.2 million for the

Interest Income Interest income for the year ended
September 30, 1995 increased $5.9 million,
38.9%,
same period in 1994. The increase is attributable
$4.o million increase in interest earned on the loan
portfolio
September 30, 1995 from $9.7 million the pretious
year. ~is
increase in loan interest income resulted
from a significantly higher average portfolio
balance of loans receivable during the period due to
internal growth of the loan portfolio and to the kll-
year effect of the acquisition of Brookings Federal.
Interest income on mortgage-backed
enhanced ~y $739,000
primarily as a result of the increase in the average
portfolio balance.
In addition,
the Company’s
and securities available-for-sale
million for the year ended September 30, 1995
compared to 1994 due to higher yields received on
the portfolio.

interest income from
of securities held-to-maturity

compared to the pretious

increased by $1.0

securities was

portfolio

year

balance

compared to the same period in 1994. The

increase in
of time deposits and

Interest expense increased $4.4
or 60. OYO,to $11.7 million for the period

Interest Expense
million,
ended September 30, 1995 from $7.3 million for the
same period in 1994. The increase in interest
expense was due primarily to a significant
the average outstanding
FHLB advances during the year ended September
30, 1995,
increase in the average balance of time deposits
resulted from the full-year
The average outstanding
Federal acquisition.
of FHLB advances
increased due to borrowing
activity throughout
the period used to fund growth of
To a lesser extent, the increase in
the loan portfolio.
interest expense reflects higher interest rates paid on
interest-bearing
September 30, 1995,

liabilities during the year ended

effect of the Brookings

to the previous year.

compared

balance

for the

increase in the

related, multi-family,

compared to $105,000

Provision for Loan Losses The provision for
possible loan losses for the ~ear ended September 30,
1995 was S250,000
same period in 1994. The $145,000
provision., and a resulting increase in the allowance
for loan losses, reflects the increase in the level of
agricultural
and commercial
real estate lending activi~.
T&se qTes of lending
activities are considered to car~ a higher degree of
risk than single-family
loans due to the
nature of the collateral
generally larger average size of individual
ratio of non-performing
to .29?0 at September 30, 1995,
at the end of 1994.

residential
securing such loans, and the

loans. The
assets to total assets declined

compared to .34%

economic

and competitive
loan.demand

affected by regulatory,
factors that influence tiierest
flow~. The Company,
deposit
institutions,
extent that its interest-earning
reprice at different
its interest-bearing
The Company’s

rates,
like other financial
is subject b interest rate risk to the
as6ets mature or
or on a different basis,

ties,
liabilities.
non-interest

income consists

tid

than

and maintaining
these
In addition, non-interest

primarily
of fees charged on transaction accounts and
the origination of loans, which help to offset the costs
associated with establishing
deposit and loan accounts,
income is derived from the activities of the Bank’s
wholly-owned
subsidiaries, First Services Financial,
Limited, and Brookings Service Corporation, which
engage in the sale of various insurance and invest-
the Company has not
ment products. Historically,
derived significant
sale of securities and other assets. However, during
the year ended September 30, 1995, a $1.1 million
gain was recorded as a result of the sale of mortgage-
backed securities.

income as a result of gains on the

Comparison of Operating Results for the Yeare Ended
and September
September

30,1995

30,1994

by a

to $3.5

or 29.90/.,

of mortgage-backed

In addition, net income was enh~ced

from $2.7 million for the same period ended

General Net income for the year ended September
30, 1995 increased $815,000,
million,
September 30, 1994. The increase in net income
reflects higher net interest income as a result of a full
year of operations after the acquisition of Brookings
Federal.
gain on the sale of securities available-for-sale
resulting from the restructure of the Company’s
portfolio
for the year ended September 30, 1995 was
negatively impacted compared to the previous year by
an increa~e of $145,000
losses, and by an overall
other expenses, primarily as a result of the operation
of the Brookings Federal division. Operating results
for the year ended September 30, 1994 include the
cumulative
resulting from the implementation
(Accounting
income by $257,000.

in the provision for loan
in
increase of $638,000

for Income Taxes), which increased net

effect of a change in accounting

securities. Net ;ncome

of SFAS 109

principle

or 19.5°/0,

net interest

The increase in net interest

Aet Interest Income The Company’s
income for the year ended September 30, 1995
increased by S1.5 million,
to $9.4 million
compared to $7.9 million for the same period ended
September 30.1994.
income reflects an overall
earning assets during the period resulting primarily
from the full-year
Brookings Federal. The net yield on average earning
assets declined to 3.63% for the period ended
September 30, 1995 from 3 .gq~.
ended in 1994, The reduction in net yield was due to

increase in average interest-

effect of the acquisition of

for the salile period

[Iv]

.Non-Interest
Income Non-iriiereit
year ended September 30, 1995 increased $1.2.

income for the

= ~ million,

or 112.lYo,

to $2.3 million from $1.1 million

for the same period in 1994. The increase in non-’”
interest income during the period ;nded September
30, 1995 was primarily dtie to a $1.1 million gain on
of
the sde of securities restdtin$ from the res~cture

portfolio

of mortgage-backed

In addition, during the year ended

the Company’s
securities.
September 30, 1995, non-interest
service charges o,n deposit accounts and fees charged
on 10WS, increased by $114,000
same period in 1994.

income from

compared

to the

expense

or 12.9%,

to $5.6 million

Non-Interest Expense Non-interest
increased by $638,000,
for the year ended September 30, 1995 compared to
$4.9 million for the same period in 1994. The
increase primarily reflects the fuU-year effect of
additional
acquisition of Brookings Federal.
interest expense includes an increase of $54,000
federal deposit
average outstanding
balance
accounts during the period.

In addition, non-
in

operating expenses associated with the

insurance premiums due to the higher

of insured deposit

Non-iirterest

expense for the period ended

as

implementation

“Employer’s Accounting

(SOP 93-6).
for shares
stock

September 30, 1995 was increased by $140,000
a resuh of the Company’s
of the
American Institute of Certified Public Accountants
Statement of Position 93-6,
for Employee Stock Ownership Plans”
The SOP 93-6 addresses dre accounting
of stock issued to employees by an employee
(see Note 13 to the
ownership plan (ESOP)
Consolidated Financial Statements). The SOP 93-6
requires that the employer
record compensation
expense in an amount equal to the fair value of
shares committed to be released from the ESOP to
employees. Assuming shares of the Company’s
common stock appreciate
93-6 will
relative to the ESOP, as compared with prior
guidance which required the recognition of compen-
sation expense based on the cost of shares acquired
by the ESOP.
Federal

law requires that the FDIC maintain

likely increase compensation

in value over time, SOP

expense

and the Bank Insurance Fund (’LBIF”)

reserves at both the Savings Association Insurance
Fund (“SAIF”)
of at least 1.25~0 of insured depositor accounts. The
of insurance
reserves are funded through the payment
of each
premiums by the insured institution members
fund. The BIF reached this level during 1995, and the
FDIC reduced insurance premiums
to BIF-
insured institutions while retaining the premiums
applicabletoSAIF members.
their current level of .23 Y. of deposits until the SAIF
reaches its required reserve level. Proposed federal
legislation provides
to .go~.
S.&IF-insured deposits,

of insured deposits to be imposed on all
including

for a one time assessment of .85~0

such as First Federal, at

those held by

applicable

insurance

bond interest on a pro rata

bds,

and for BIF deposit

to be used to pay the Financing

co~ercial
premmms
( “FICO”)
Corporation
basis together with SAIF premiums.
were implemented
Bank to pay a one-time assessment equal
insured deposits,
wodd
would kIso be anticipated
would be significandy

be appro~rnately

as of Septerpber 30, 1995 for the
to .90°A of

,the amount of such assessment

$1.5 million, although it

that future SAIF premiums
lower than the current level. ~

If a re~irement

Income t= expense increased
or 61 .9~0, to $2.3 million for the year

Income Tax Expense
by $887,000,
ended September 30, 1995 from $,1.4 million for the
same period in 1994. The increase in income tax
expense reflects increased net income before taxes for
the period ended September 30, 1995 compared to
the same period in 1994.

due to the cumulative

Effect of Accounting Change For the yea; ended
September 30, 1994, net income was increased by
$257,000
accounting
principle
tation of SFAS 109 (Accounting
for Income Taxes).
There was no such effect on net income during the
year ended 1995.

resulting from the implemen-

effect of a change in

Comparison of Oparating Results for the Years Ended
and September
September

30, 1993

30,1994

J

,

The increase in net income

income. and an
expense. The acquisition of

to $2.7
from $1.3 million for the same period ended

General Net income for t@ year ended September
30, 1994 increased $1.4 million, or 101.8%,
million,
SeDtember 30.1993.
primarily reflects an increase in net interest income,
offset bv a reduction in non-interest
increase in non-interest
Brookings Federal during ;he year contri~uted
si~ificantlv
T~e increa;e
extent, due to a S120,000
for loan losses for the year ended September 30, 1994
compared to the previ~us year. Operating results for
the year ended September 30, 1994 include the
cumulative
resulting from the implementation
(Accou~ting
income bv $257,000.

to the overall
in net income was also, to a lesser

for Income T~es), which increased net

effect of a change in accounting

reduction in the provision

increase in net income.

During the year ended

of SFAS 109

principle

.

operat;ng

re;ults
gain on ;he sale”~f branch deposits and
and, additionally, was reduced by

reflected

a

expense of $285,000,

net of income

30, 1993,

September
non-recurring
assets of $708,000
an extraordinary
taxes, related to the payment
prepayment

of Federal Home Loan Bank advances.

of a penalty on the

Net Interest Income The Company’s
income of $7.9 million for the year ended
September 30, 1994 represents an increase of $2.8
million,
from $5.1 million for the same
period ended September 30, 1993, The increase in

net interest

or 55.0°/0,

[19]

In addition,

increase in

net interest income reflects an overall
interest earning assets resulting from the acquisition
of Brookings Federal,
the net yield on
average e~rning assets increased from 3.21 °/o for the
period ended September 30, 1993 to 3 .94~0 for the
same period ended in 1994, due to a higher average
~ield on interest-earning
assets and a lower average
cost on interestrbearing

liabilities.

or

factor

of loans

Interest income for the year ended

Interest income on mortgage-backed

The increase resulted from the si~wificantly

to $15.2 million from $11.6 million for the

Interest Income
September 30, 1994 increased $3.6 million,
30.8Y0.
same period in 1993. The most significant
causing the increase of interest income is the increase
of $3.4 million in interest earned on the loan
portfolio.
higher balance in the average portfolio
receivable and, to a lesser extent, the higher overall
yield on the loan portfolio during the period ended
September 30, 1994 compared to the same period in
securities
1993.
increased by $657,000
September 30, 1994 compared to the year ended
1993 due to the increase in the average portfolio
balance as a result of the structured purchase of
adjustable-rate
income on securities held-to-maturi~
available-for-sale
million for the year ended September 30, 1993 to
period in 1994.
$2.1 million during the comparable
The decline in interest income on securities was due
primarily to the decline in the average portfolio
balance of these securities during the period ended
September 30, 1994 compared to the same period
in 1993.

and securities
from $2.6

securities during the year.

during the year ended

decreased by $536,000

Interest

or 11 .9%,

Interest expense increased

to $7.3 million for the period

Interest Expense
$773,000.
ended September 30, 1994 from S6.5 million for the
same period in 199.3, The increase in interest
expense was primarilv due to a significant
the average outstanding
liabilities during the period ended September 30,
to the same period in 1993, The
1994 compared
effect of increased interest-bearing
liabilities was
offset bv an overall reduction in the rate of interest
paid on-these liabilities during the period ended
September 30, 1994.

balance of interest-bearing

increase in

,30,

ProL1isionfor Loan Losses Tbe provision for
possible loan losses for the ~ear ended September
for the
1994 was S1O,5,OOO compared to $225,000
same period in 1993. The decrease in the provision
for possible loan losses., and the resulting effect on the
allowance
analvsis of the Company’s
loan-portfolio.
the decline in non-performing
assets at September 30. 1994 compared to 0.7’8°/0 at
the end of 1993.

for loan losses, reflects management-s

The anal~sis took into consideration

In addition, management

loans to O,34% of

risk of loss on its

potential

[20]

considered factors such as the effect that improved
weather conditions would have on the Comp any’s
portfolio
the allowance

for loan losses.

of agricultural

loans and the relative level of

or 30.7%,

income for the

Income Non-interest

to $1,1 million from $1.6

Abn-Interest
year ended September 30, 1994 decreased
$478,000,
million for the same period in 1993. Non-interest
income during the period ended September 30, 1993
included a gain on the sale of branch office deposits
During the
and assets in the amount of $708,000.
period ended September 30, 1994, non-interest
income from service charges on deposit accounts and
fees charged on loans increased $75,000
compared to
the same period in 1993. Overall, non-interest
income increased during fiscal year 1994 compared
to 1993 due to the acquisition of Brookings Federal,
in 1993.
excluding the effect of the sale of branches

to $4.9 million

compared to

or 32.6°/0,

~W-on-Interest Experrse Non-int crest expense
increased by $1,2 million,
for the }Tear ended September 30.1994
$3.7 million for the same period in 1993, The
increase primarily reflects the additional
expenses associated with the acquisition of the
Brookings Federal,
interest expense includes an increase of $74,000
federal deposit
increase in insured deposit accounts,

In addition,

the increase in non-
in

insurance premiums due to the overall

operating

Income Tax Expense
bY $388,000,

Income tax expense increased
or 37’, lYo1 to $1.4 million for the year

ended September 30, 1994 from $1.0 million for the
same period in 1993. The increase in income tax
expense reflects net income before taxes that was
+5.6% higher for the period ended September 30.
1994 compared to the same period in 1993.

Item The Cornparry incurred an
Extraordina~
extraordinary
net of income
expense of $285.000.
taxes, during the year ended September 30, 1993.
This was due to the pa~rnent of a penalt~ on the
prepayment
No such extraordinary
the year ended September 30, 1994,

of Federal Home Loan Bank advances.
expense was incurred during

.30. 1994, net income was increased by
due to the cumulative

Effect of Accounting Change E-or the year ended
September
$237,000
accounting
tation of SFAS 109 (.Accounting for Income Taxes).
There was no such effect on net income during the
year ended 1993,

resulting from the implenlen-

principle

effect of a change in

Asset/Liability Management
J%TetPortfolio Value The Office of Thrift Supervision
(-LOTS”) provides a Net Portfolio Value (k’NPI’”)

aPPrOa~h 10 the q~lautification of interest rate risk.
This approach calculates

the difference bctweeu the

.-

.-,

,

,.

<

‘

/

----

.

-“,

. —.

,.

. .

,{

.-

.

. . .

..

.

.!,

,-

,,.

,,,

.

.-

,<.

,-.

/,
...
;...

. .

,.+

,J

,,‘
.

..7A

-,_,

,.

,,
,<~

..-

>.—.

.. ..-

...-!.

~,.,~

.,.

,,.

–’Y

.:.
‘.,,.:

:.

. ..
. .

‘P.

,.’,

-,

:. ”\-’

...

,.

.

.

,,/”

,.,

‘,

~

,,,

~

presem value of expeet~ wh
Ae preserit value of e~ected

cash flows from

flows from assefiti~
-
.
sheet

“ ‘liabfifies;

as well as wh
contracts. Under OTS re~ations,
“no~al% level of interest rate Ask in tbe event o} an

ffom from off-balmce

~ institution’s

assumed .2t)0 basis poht
decrease ti the tistitution’s WV in an amomt
exceed two percent of the present value of its assets.
is

cliange h interest rat~ldrrs'

e{luitl . .. .. .... .. . .. .. .. .. .... .. .. ... .. .. .. .. .. .. .. ... .. .. .... ... .. .. .. .. .. .. ... .. .. .. .. .. .. ... ..

38.012,696

3+,683,288

Total

Iiabilitie> and stockholders”

(.cl[]ity . ... . ... .. .. ... ... .. ... .. .. .. .. .. .. ... .. .. .. .. .. . .. .. .. .. .... .. .. ... $26+.213,223

$27+.115.+61

See notes

to consolidated

financial

statements.

First Midwest Financial,

Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF INCOME

for the yearn endad Septambar 30. 1SSS,1SS4and 1SS3

INTEREST INCOME:

Loans receiv&le ......................................................................................
.....................................................................
Securities avtilble.for.sale
Mofigage.backed sectities avd&le.for.sale
..........................................
Securities held.to.maturi@ ......................................................................
Mofigage.backed securities held. to.maturi~ ...........................................
Dividends on Federal Home Loan Bank stock . ...... . . ........ . . . ...... . . .
income ............................................................................

Totiltiterest

$13,7~8,064

$9,743,957

$6,339,392

3,110,480

3,904,665

—

—

1,810,662

2,032,268

261,133

1,139,691

270,261

164,980

860
—

2,613,315

2,509,125

123.228

21,053,470J

15,152,691~

11,585,920{

1 99a

19s4

1993

INTEREST EXPENSE:

Deposits ......... ............................. ..........................................................
....................................................................................
Other bonowings
Total interest expense ...........................................................................

NET INTEREST INCOME

8,245,227
3,403,497
11,648,724

J

6,102,042
1,180,452
7,282,494~

6,026,132
483,136
6,509,268/

9,404,746i

7,870,197~

5,076,6521

PROVISION FOR LO~LOSSES

..............................................................

250,000

~

1057000J

225,000

]

NET INTEREST INCONIE AFTER PROVISION FOR LOAN LOSSES ~....

9.154,746

7,765,197

4,851,652

OTHER INCOME:

Loan fees and service charges ..................................................................
Gain on sales of securities and mortgage-backed securities

available-for-sale - net .........................................................................
Brokerage commissions from subsi&a~ ..................................................
Gain on sale of assets and deposits . .......... . . . ......
. . . .... ... . . ........ .
Other income ...........................................................................................
Total other ticome ................................................................................

712,345

597,984

523,405

1,070,247 ]
297,777

9,170/
328,343

— i’

— ,,

206,101

142,270
2,286,470 ~ 1,077,767J

— ,,/

251,424
708,469~
72,291

1,555,589

I

OTHER EXPENSE:

. . . ..
Employee compensation and benefits . . . ...... . . . ........ . . . .. ..
..............................................
Occupancy andequipment
SAIF insurance premium and special assessments . ........ . . . .......... . . .
Data processing .......................................................................................
. .
Other general and administrative expense .
Total other expense ..............................................................................

...... . . ... .....

.,.,.,,,.,,.,...,.,.,.,

. . . ........

.

3,400,190

.I 3,079,769

J

2,070,500:

432,571.,

404,306

291,961

1,047,149

316,375,

350,314

200,219

991,020

250,558

‘

276,796

177,655

9497313

5,576 >177J

4,937,69?!

3,724,822

INCOME BEFORE INCOME TAXES, EXTRAORDINARY ITEM AND

CLNUL.ATI\TEEFFECTS OF CHANGES IN ACCOL~TING PRINCIPLES

5.865,039

3,905.267,

2,682,419,

INCONE T.4XEXPENSE .. .................................................................... ..

2,320,687

1,433,519>

1,045,300

INCOME BEFORE EXTRAORf)INARY ITEM AND C~ULATIVE
. .
EFFECTS OF CH.4NGES IX ACCOUNTING PRINCIPLES

.

.

3,544,352

2,471.748

1,637,119

EXTRAORDIN.4RY ITEM - Prepayment of Federal Home Loan Bank

advances penalty - net of income taxes of $167,000 ................................

—

—

284,611

13-COME BEFORE CUML-LATIVE EFFECTS OF CH.4NGES IN

ACCOL~-TING PRINCIPLES

.

.

.

.

.

.

.

.

.

3,54+,352

2,+71,7+8

1,352,508

CUMULATIVE EFFECTS OF CHANGES IN ACCOLTNTINGPRINCIPLES:

Change in method of accounting for income taxes . . . . . ...... . . . . .

...

—

257,163

NET INCOklE ............................................................................................

$ 3,544,352

~ $2,728,911

$1,352,508

EARNINGS PER SHARE:
FLdly diluted:

Income before extraordioam item and cumulative effects of changes in
accounting ~>rinciples...............................................................................
Extraordina~ iteln ..................................................................................
Cumulative effect of accounting principles ...............................................

NET INCO}lE ............................................................................................

See notes to consolidated

financial

statements.

$

$

$

1.24

$

1.99
—

0.80

(0.14)

0.13

1.99

$

1,37

$

0.66

[2<5]

First Midwest Financial,

Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY

forthepars ended 3e~mbar

30, 1995, 1994 and 1993

Common
Stock

Additional
Paid-in
Capital

Retainad
Earnings

ESOP
Borrowing

Treaau~

Net Unrealized
Gain (Loss) on
Stock Sacuritias Avail-
abla-For-Sala

Total

B.kL~CE,

Septeder

30, 1992 $

— $

–

$14,969,903

$–

$–$

–

$14,969,903,

Issuance of 1,917,625
cmnmon shares

Issuance of 70,952 shares in

connection with recognition
and retention plan

ESOP borrowing

Payment on ESOP borrowing

Net

income

19,176

18,480,824

710

(710)

—

—

—

—

—

—

—

–

—

—

1.352:508

(1,534,100)

150,000

BALANCE, September 30, 1993

19,886

18,480,114

16,322,411

(1.384,100)

93,210

—

—

—

—

—

—

—

—

—

— 18,500,000

—

–

—

—

—

—

(1,534,100)

150>000

1,352,508

33,438,311

93.210

BALAIi(E, September 30, 1994

19,915

18,9,5~,19~

19,051.322

(1,186,000)

(2,070,177)

(86.96+)

3+,683,288

Reduction of con~ersion costs

Purchase of 135,716
common shares

Payment on ESOP borrow-ing
and fair market ~~alue
adjustment

Issuance of 4,794 shares in

connection w,ith recognition
and retention plan

Retirement of 1,918
common shares

.tmorcizatiou of recognition

and retention plan

Net change in unrealized loss

on securities available-for-sale.
net of deferred income taxes

l-et

income

—

—

—

*8

(19)

—

—

Purchase of 6 1.?12
common shares

Payment 011ESOP borroming

and fair lnarket value

adjllhtment

fmortizatiou of recognition
and retention plan and
tax }Ienefit of restricted
stock under the plan

Dividends paid

N-etchange in unrealized gain

on securities available-for-sale,
net of deferred income taxes

Net income

—

—

—

—

(48)

19

381,897

—

—

—

–

—

—

2.728,911

(2,070,177)

–

(2,070,177)

198,100

198,100

—

—

—

—

—

—

381.897

—

(86,964)

(86.964)

~,728,911

—

—

—

—

(932,030)

87,789

218,800

—

26?,064

—

—

(315,095)

—

—

(932,030)

306,589

267,064

.

(.515,095)

—

:3.544,352

—

—

—

—

6,58,528

658,528

—

3,54*,352

BAL.LN(.;E, September 30, 1995

$19,,915

!$19,310.045

$22,080.579

$(3,002,207) $ 571.564 $38012696

See notes

to consolidated

financial statements.

[26]

First Midwest Financial,

Inc. and Subsidiaries

. .

CONSOLIDATED STATEMENTS OF CASH FLOWS

for the vears ended September 30, 1995, 79S4 and 7993

CASH FLOV’S FROkl OPERATING ACTIVITIES:

Netkcome
Adjustments to reconcile net income to net cash provided

..............................................................................................

by operations:

Cumulative effects of changes in accounting principles ..... ........ . . . . .....
Depreciation, amortization of premiums and accretion of discounts .........
Provision forloanlosses
. .... . . . . . .... .
onreal estate owned ..................................................
Provisionf orlosses
Gain on sale of assets and deposits ......
. . . ........ . . .. ..... . . . .......... . .
Gain on sale of securities and mortgage-backed securities

. ...... . . . .......... .

. . ........ . .

available-for-sale .......... . . . ........ . . . ... ...... . . . ...... . . . . ........ . . . ..
Stock di~idends from Federal Home Loan Bank stock .............................
Proceeds from the sale of loalls ................................................................
Origination ofloans f[]rresale ..................................................................
(Increase) decrease in assets:

.Accrued interest receiv&le ...................................................................
()ther assets..........................................................................................

Increase (decrease) in liabili~ies:

.kccrued interest payable
Other liabilities
Netcash

. .. .. ... . . . . .. ..
.. . . .
from ope~.atirrg activities . .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. ... . ...

. .. .. . . . . . . .. .. . . .
. .

. . . . . . . . .. .. .

. . . . .. .. ... . .

. . . . . .. ..

. . .. ..

.. .. . .

. . .

.

.

CASH FLOWS FROM INVESTIN-G ACTIVITIES:

1995

1994

1993

$3,544,352

$2.728,911

$1,352,508

—

(:~::)

479,079
250,000

—

105;000

—

(1,070,247)

—
—

(9,170)
—
—

–
27~>~28

225,000
9,600
(708,469)

(9210;)
2,803,163

(4777144)

(504,937)
(55,643)

(221,613)
5,181

246,300
22,537

(47,662)
(122,777)

350,455
(343,,537)

2.4?2,165

2,850,719

(96,153)
369.798
3,933:668

. .

. .. .

3.+95,289

185,260

. .. ... . ... .. .. .. .. .. .. ... .. .. .. .. .. . .. . ... .. .. .. .
.... ... . ... .. .. .... .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. .
. . . . .. .. . .
. . . ... . .

. . . .
securities atailable-for-sale.,,,,.,.

. .. .. ..
.. ... . .

Purchase
Purchase
Purchase
Pro~eeds
Proceeds
Pro{:eeds
Proceeds
Proceeds

Proceeds

llcld.to.nlaturitY

securities held-to-maturi~

of securities available-for-sale,,
of securities
of mortgage-backed
from sales of securities available-for-sale
from sale of mortgage-backed
from ruatlrrities of securities available-for-sale
of spcllrities held-to-matltrity
from maturities
from principal
of mortgage-backed
.. .
from principal
. .

. .. .. ...
of mortgage-hacked
.. . . . . .

repayment
. . . .. .. .
repayment

. .. .. . . . .

. . .

. ...

.

available-for-sale

.. .

. .
.

. . .. . . . . .
. . . .
.. .. .

.

. .
securities
. .
.. .. ..
serl~rities
. .. .. .

held-to-maturity

Loansoriginated
lJIJarls pllrcllase{i
L(Jarlprirlcipal
Proceeds
Purchate
Ircluisitionof

. . . . . .. ... . . .

. . . . .. .. . . .
... .. .. .. .... .. ... . ... .. .... .. ... . ... .. .... .. .. .. ... .. ... ... .. .. ... .. .... .. ... .. .. .. .
... .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. . ... .. .. ... .. .. . ... .. .. ... .. .. .... .. ... .. .. .. .. .
rer~aylrlents . ... ... .. .. ... .. .. ... ... .. ... .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. .
from sale of real estate [Jwned . .. ... .. .. .. .. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. ...
lInmt= I.oan Bank stork . .... .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. ... . ...
of Federal
.

. . .
Of e~lli~JmcrlT . . . . . . . . . . . . . . .. .. . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . .
.... .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. . .... .. .. .. .. .. .. . .. .. .. .. .
ro,rls:lleo
. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. .. . .. .. .. .. .. ..

fasse,s.,.,.,
frcllll invrstillg activities,,,...,

assets and liabilities

. . . . . .. ..

. . .

. . .

.. . .

. .

pUrrhaSP
P]oree,isf

A"eTcasll

(.;ASH FI.OITS FRONI F13-AN(lN(;

ACTIVITIES:

...,....

for sccuritit,s

from advances

it) NOW. pa,ssl]ook and ruonev market accounts
ill certificate

lncrea~e (derrease)
acco~~llts .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .
Increase (decreasr)
from the FfiLB . .... .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .
Repayment.> of advanct,s
s(,ld lm{lrr agrf.crnents to repllrrhase . .. ... .. .. .. .. .
Rcl)a!-])lcuts
.. .. ... .. .. .. .. .. .. ... .. .. .. .... .. .. ... .. .. .. .. ..
proceeds
.. .. ... . ... .. .. .. .. ... .. .. .... .. ...
A,{I anre~ fronl borrf,wrrs
frc)Tll is,,[laIIcc (]fst(]ck . .. .. ... .. .. .. .... .. . .. .. .. .. .. .. .. ... .. .. .. .. .. .. .. ... ..
\-t.llJr()cccds
E,nplo}-cc
stotk ,Iivnership plau borrow.illg . .. .. .. ... .. .. .. .. .. .. ... .. .. .. .... . .... .. .. ..
Di\i(lel)dsp:li( ~. . .. .. .. .. .. .... .. . .. .. .. .. .... .. .. .. ... .. .. .. .. ... .. .. .. .... .. .. ... .. .. .... .. ... .. .. .. .
. .. .. .. .. .. ... .. .. .. .. .. .. . ... ... .. .... .. .. .. ... .. .. .. .. .. ... .. .. .... .
l'tlrtll:lseo ftl.eas~ll.\.s t[jck .
i(tivities. . .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. . .. .. .. .. .. .. ..
Net cash fr(]lnfirl~ll[irlgt

from Th(kFIILB.

a,,lliIlsllraTlcc

f(,rtales

(31,380.132)
(11,888,625)
–
491,875
+8,953,383
25,610,000

(10,342,303)
(18,000.000)
(+8.050,121)
16.1:36,827

15,790,000

(8.952,207)

— 32.096,166

—

—

~77~05

(65,295.03+)
(19.211.9+0)
61,01+~7~

78,738
(899,800)
–
(581.126)

8,2++,508
(24.043.495)
(8.5+5.628)
~+,:]()~~+:j

+66,+02

8.256.7+4
(50.267.318)
(22,059.813)
+~,98,j7~62

2,000
( 1,13+.900)
(6.801,+34)

(3i.3tJ6)
—

(11.,8;)
5~~,56;~

10.21 +,1 05

(68.333,862)

24.08+.0+0

(~;~;~~;)

(255,209.677)
2+0.000
2+6.000.000”
~o,[)lo

—

218,800
(515,095)
(9:32,030)

(1+.500.793)

(5.066,686)
1.829.381
(2+0,308.8+7)
(1 .+88,152)

298,300,000

(+.201.056)
(20.275.671)
(4.008.088)

(+31 .2?5)

(24,5+5)

(50.110)

— 18.500.000

1(J8,100

(1 ,38+,100)

(2.070,17?)
51.:369,07+

(11.850.300)

NE’I- lN”(;RKASE (DECREASE)

IX (ASH AND

(:.ASII EQL;1V.4LENTS

. .. .. .. ... .. .. .. .... .. ... .. .. .. .. .. ... .. .. .. ....

(1.81+,523)

(1+.1 1+.069)

16.16 ?.+08

(;.4SH IN-I) CASI1 EQ1-IJ’.Al,k;\-TS AT BECll\”IYG

01 Y-EAR ..

. . .

.. .

6.+30,235

20..5++.30+

+,376,896

C.4SH AND CASH kGQII\”ALENTS

.\T IZND OF 17E.4R

. .

. .. .

. . .

. . .

$+.615,712

$6,+30.235

$20.5 ++,30+

See notes

to consolidated finarrcjal

statements

(Corltirt[lec~

[2?]

q
First Midwest Financial,

Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)

for the yaara endad 3aptembar 30,

1393.

lW and 7W

1995

19e4

1993

SUPPLEMENTAL DISCLOSURE OF CASH FLOW

INFORMATION:

Cash paid during the year for:

Interest .............................................................................................

_$_~

Income taxes . .. ... .. .. .. .. .. .. ... . .............................. . . . ...... ... . ........ .,.

_

$1,463,427

$

788,100

NON-CASH INVESTING AND FINANCING ACTIVITIES:

Loastimsfened

to red estate ............................................................

$

129,408

$

–

$

47,850

See notes to consolidated financia/ statements.

First Midwest Financial,

Inc. and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS for the yaara e.dad Septambar

30, 1995,

19M and 1993

1. SUMMARY

OF SIGNIFICANT

ACCOUNTING

POLICIES

General - First Midwest Financial, Inc. (the “Company”)
is located in Storm Lake, Iowa, and was organized and
incorporated under the laws of the State of Delaware for the
purpose of acquiring all of the capital stock to be issued by
First Federal Savings Bank of the Midwest (the “Bank”)

upon the conversion described below.

On September 20, 1993, First Federal Savings and Loan
Association of Storm Lake (the “Associationn) was convert-
ed from a federally chartered mutual savings and loan asso-
ciation to a federally chartered stock savings bank and the
name of the Association was changed to First Federal
Savings Bank of the Midwest.

Principles of Consolidation - The consolidated financial
statements include the accounts of the Company and its
wholly-owned subsidiaries, which include the Bank, First
Services Financial, Limited, which offers mutual funds,
insurance products. annuities and brokerage services and
Brookings Service Corporation (See Note 2). All significant
intercompany balances and transactions have been elimi-
nated.

In preparing such financial statements, management is
required to make estimates and assumptions that affect the
reported amounts of assets and liabilities as of the date of
the balance sheet and revenues and expenses

for the period,

Assets held in trust or fiduciary

capacity are not assets of

the Company

and, accordingly,

are not included in the

accompanying

consolidated

finrmcial

statements.

At

September

30, 1995 and 1994,

trust assets totaled approxi-

mately $9,245,000,

and $9,194,000,

respectively.

Cash and Cash Equivalents

- For the purpose

of report-

ing cash flows,

cash and cash equivalents

include cash on

hand, demand deposits at other financial

institutions,

feder-

al funds sold and investments with original maturities

of

three months

or less. Generally,

federal

funds are pur-

chased and sold for one day periods,

Securities and Mortgage-Backed

Securities -

Effective October

1, 1993,

the Company

implemented

Statement

of Financial Accounting

Standards

(SFAS) No,

1157 Accounting for Certain Investments in Debt and Equity

Securities. SFAS 115 addresses

the accounting

and report-

ing for investments

in equity securities

that have readily

determinable

fair values and all investments

in debt securi-

ties. SFAS No. 115 requires

these securities

to be classified

in one of three categories

and accounted

for as follows:

l Debt securities

that the company has the positive

intent and ability to hold to maturity are classified

as ‘held-to-maturity

securities”

and reported at

amortized

cost.

Actual

results could differ significantly

from those esti-

l Debt and equity securities

that are acquired and

mates, Material

estimates

that are particularly

susceptible

held principally

for the purpose

of selling them in

to significant

change relate to the determination

of the

the near term are classified as “trading

securities”

allowance

for loan losses and the valuation of real estate

and reported at fair value, with unrealized

gains

acquired in connection with foreclosures

or in satisfaction

of

and losses included in earnings.

loans.

In connection with the determination

of the

l Debt and equity securities not classified as either

allowance

for loan losses and the valuation of real estate

held-to-maturity

or trading securities are classified as

owned, management

obtains

independent

appraisals

for

“available-for-sale

securities”

and repotied

at

significant

properties.

fair value, with unrealized gains and losses, after

[24]

applicable wes,
reported b“ a separate component of stockholders’

excluded from etigs

and

in the value of debt secm-itie~and
e@tY. Dec~es
marketable equity securities that are considered to
be other than temporary are recorded in noninter-
est income as a loss on inves~ent

securities,

est payments

on a notional amount. When using interest

rate cap agreements,

the Company

pays or receives a pre-

mium from another party in exchange

for interest payments

on a notional amount

in the event that a spec~led

index

(generally L~OR)

exceeds a specified rate. The notional

amounts

of interest rate protection

contracts

are not reflect-

ed in the mrtsolidated

statements

of financial

condition.

In implementing SFAS No. 115, the Company originally

Realized and unreahzed

gains and losses on interest rate

designated the securities and mortgage-backed securities
held at October 1, 1993 as available-for-srde securities,
Securities acquired since October 1, 1993 have been desig-

cap contracts designated as hedges are deferred and recog-

nized as income

or expense over the lives of the hedged

ins~ents.

Net interest settlements

on interest rate swap

nated at acquisition

as available-for-sale

or held-to-maturi-

contracts

are recognized

as interest

income

or expense over

ty, however,

in May 1995, all securities previously

desig-

the lives of the agreements,

nated as held-to-maturity,

including mo~age-backed

securities, were transferred

to &e available-for-sale

Rea[ Estate Owned and in Judgment - Real estate

categoq’

(See Notes 4 and 5). The Company

does not have

acquired through foreclosure

and real estate in judgment

any securities

classified as trading at September

30, 1995

are stated at the lower of cost or fair vahte minus estimated

or 1994. Although the Company

does not have a current

costs to sell. Costs relating to the development

and

intent to sell the securities available-for-sale,

and it is

improvement

of property

are capitalized;

holding costs are

management’s

opinion that the Company has the ability to

charged to expense. Valuation

allowances

for estimated

hold these securities

to maturity, management

considers

the

losses on real estate are provided when the carrying value

designation

as available-for-sale

to provide

flexibility

in

exceeds the fair value minus estimated costs to sell tie

adjusting

tie composition

of tie sectities

portfolio

as may

property.

become desirable

in the future.

Premiums

and discounts

are amortized over the con@ac-

Provisions for Losses

- Provisions

for losses include

tual lives of the related securities using the level yield

charges to reduce the recorded balances

of loans receivable

method. Gains or losses on sales of these securities are

and real estate to their estimated net realizable

value or fair

based on the specific

identification method,

value, as applicable.

Such provisions, which includes a

review of assets for which full collectibility may not be rea-

Loans Receivable and Loans Held-for-Sale

- The

sonably assured,

considers among other matters,

the esti-

Bank originates

loans for portfolio

investment

or for sale in

mated net realizable

and fair value of&e

underlying

collat-

the secondary market, During the period of origination,

eral, economic

conditions,

historical

loan loss experience

loans are designated

as held-for-sale

or for investment pur-

and other factors

that are particularly

susceptible

to

poses. Loans held-for-sale

are carried at ~e lower of cost

changes that could result in a material adjustment

to results

or fair value, determined

on an individual

loan basis.

of operations

in the near term. Recovery

of the carrying

Interest on Loans and Mortgage-Backed Securities -

extent on economic,

operating

and other conditions

that

Interest on first mortgage

loans is credited to income as

may be beyond the Company’s

control.

‘value of such loans and real estate is dependent

to a great

earned except

interest on loans that are contractually

past

due more than 90 days is charged off, or an allowance

is

Loan Fees - The Bank defers certain fees (net of direct

established

based on management’s

periodic

evaluation.

loan origination

costs)

incurred in the origination process,

The allowance

is established

by a charge to interest

income

with recognition

thereof over the contractual

life of the

equal

to all interest previously

accrued, and income

is sub-

related loan as a yield adjustment,

Any unamortized

fees

sequently

recognized

only to the extent that cash payments

on loans sold are credited to income in the year such loans

are received until,

in management’s

judgment,

the borrow-

are sold,

er’s ability to make periodic

interest and principal pay-

ments is back to normal,

in which case the loan is returned

Premises and Equipment

- Premises and equipment

are

to accrual

status,

carried at cost less accumdated

depreciation.

Depreciation

Premiums

or discounts

on loans and mortgage-backed

is computed

based on the straight-line method of deprecia-

securities are amortized into income

over their respective

tion over the estimated useful

lives of the assets. Estimated

lives using the interest method,

useful

lives are 20 to 30 years for buildings

and improve-

ments and 3 to 7 years for furniture,

fixtures and equiP-

Interest Rate Protection Contracts - The Bank utilizes

ment.

interest rate swap and interest rate cap contracts

(collec-

tively referred to as interest rate protection

contracts)

as an

Excess of Cost over Net Assets Acquired - cost

in

integral part of its asset/liability management

program.

excess of fair value of net assets acquired

(goodwill)

arising

Interest rate swap agreements have been utilized as a hedge

from the acquisition

(see Note 2) is being amortized

over 15

against both interest bearing liabilities and interest earning

years on a straight-line

basis, Amortization

expense for fis-

assets.

Interest rate swap agreements

are instruments

in

cal years 1995 and 1994 was $125,160

and $62,584,

which the Bank and another party agree to exchange

inter-

respectively,

[29]

Securities Sold Under Agreements

to Repurchase -

The Bank enters into sales of securities under agreements

to

repurchase with primary dealers only, which provide

for the

repurchase

of the same security.

Securities

sold under

and payment

of federal and state income taxes.

allocation
The provision for income taxes of each corporation is com-
puted on a separate company basis, subject to certain
adjustments.

agreements
ized bY assets which are held in safekeeping

to p~chase

identical

securities are collateral-

in the name of.

Reclassifications

- Certain amounts

reported in previous

the Bank by the dealers who arranged the transaction.

years have been reclassified

to conform with the financial

Securities

sold under agreements

to repurchase

are treated

statement presentation

used in the current year.

as financing

and the obligations

to repurchase

such securi-

ties are reflected as a liability

The securities underlying

the

agreements

remain in the asset accounts

of the Bank.

Earnings per Share - Earnings per share are calculated
on the basis of the weighted average common shares out-

standing and those outstanding

options

that are dilutive.

Income Taxes - Effective October

1, 1993.

the Company

Earnings per share as presented in the 1993 consolidat-

adopted SFAS No. 109, Accounting for Income Taes.

This

ed statement

of income is computed

assuming that the

statement

supersedes both .kccounting Principles Board

weighted average shares outstanding

at September

30,

(APB) Opinion No. 11 and the guidance

of APB Opinion

1993 were outstanding

the entire year and ignores the effect

No. 23 on the tax treatment

of savings and loan bad debt

of stock options as they were only outstanding

for the last

reserves.

SF.4S No. 109 calculates

income

taxes on the lia-

10 days of the fiscal year, The difference

between primary

bility method, under which the net deferred tax asset or lia-

and fully diluted earnings per share is not material.

Pro

bilitv is determined

based on the tax effects of the differ-

forma earnings per share presented below is computed

as if

ences berween the book and tax bases of the various assets
and gives current recognition
and liabilities

of the Company

the net proceeds

of $18,500,000

from the issuance

of com-

mon stock had been invested at 7,32°10, the Company’s

to changes

in tax rates and laws.

average yield on interest earning assets during fiscal year

The effect of applying

tbe provisions

of SFAS No. 109

1993, adjusted for applicable

federal and state taxes.

was a one-time

adjustment

that increased net income for

fiscal year 1994 by $257,163

($.13 per share) recorded

as

Pro forma Earnings Per Share:

a cumulative

effect of change in accounting

principle.

Pro forma income before

The Company

files consolidated

federal and state income

extraordinary

item.,,,

. .. .. ... . ... .. .. .. .. .. ... .. .. .. .. .

S1,23

tax returns, The Company

and its subsidiaries

have

Extraordinam.

item .. ... .. .. .. .. .. .. ... . ... .. .. .. .. .. ... .. .. .

(,14)

entered into a tax-sharing

agreement

that provides

for the

Pro forma net income ... .. . ... .. .. .. .. ... .. .. .. .. .. .. ... ..

$1,09’
_

and its wholly-owned

Inc,
subsidiary,

2. ACQUISITIONS
On March 28, 199+ the Compan~- completed the
acquisition of Community Financial Systems.
(’LConlmunity’7),
Brookings Federal Bank, a federal savings bank,
located in Brookings, South Dakota.
tion, Community was merged into the Company
Brookings Federal Bank w-as merged into the Bank,
The two offices of Brookings Federal Bank will oper-
ate as the Brookings Federal Bank Division of First
Federal. The Company- purchased the 333,513
standing shares of Community’s

out-
common stock for a

Llpon acquisi-

and

In addi-

$243,000

$10.5 million.

cash pa~ment of $31.38 per share, or a total pur-
chase price of approximately
tion to the purchase price, approximately
in acquisition related costs were incurred.
The acqui-
sition has been accounted for as a purchase, and the
accompan~ing
statements for
the year ended September 30, 1994 reflect the com-
The fair
bined results since the date of acquisition.
value assigned to the assets and liabilities,
including
the core value of the existing customer deposit base is
as follows:

consolidated

financial

Cash

..... .

.. ....

. . . .

......

. . .

.. ... . . .

......

. . .

......

$ 3,664,204
10,877,419
51,206,527

907.86,5
1.085.,628
1,634,265
(56.591.421)
(2,318,849)
$10.+6.5.638

[30]

The unaudited

consolidated

results of operations

on a pro forma basis for the fiscal year ended September

30, 1994 and

1993, as though the acquisition Qf tie Community

had occurred

as of the beginning

of the fiscal years, are as follow=

1994

1993

Interest

ticome

. .. .. .. .. ... .. ... . .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. ... . ..

$

17,593,876

Interest expense

. ... .. . . . . .. ... .. . . . .. .. ... .. .. . . . .. ... .. . . . .. .. .. ... .. . . . . .. ... .

Netinterest

income

.. ... .. . . . .. .. ... .. .. . . .. .. ... .. . . . . ... .. .. . . . . . .. ... .. . .

Provision forloan

losses

.,,....

. . . . . . . . . . . . . . . . . . . . . . . . . . .

Net interest

income after provision for loan losses

. . . . . . . .

. . . . . .

Other income

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Other expense

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Income before income

taxes and cumulative

effects of changes

in

accotmting

principles

. . . . . . . . . . . .

. . . . . . . . . . . .

. .

Income taxes

. . . . . . . . . . . . . . . . . . . .

.

. . . . . . . . . . .

. . .

Income before ex~aordinary

item and cumulative

effects

ofohanges

in accounting

principles

. . . . . . . . . . . .

. . . .

.

Extraordinary

item . . . . . . . . . . .

. . . . . . . . . . .

. . . . . . . . . ,.

Income before cuulative

effects ofchages

inaccounttig

principles

.,

Cumtiative

effects ofchanges

inaccounting

principles

. .

. .

.

8,774,299

8,819,577

288,506

8,531,071

1,212,961

(5,717,351)

$17,095,958
9;858;058
7,237,900

325,494

6,912,406

1,882,962

(5.143,743)

4,026,681

1.479,824

$

3,651,625

1,367,816

2,546,857

—

2,546,857

257,163

2,283,809

(284,611)

1,999,198

—

Netincome

. . . . . . . . . . . . . . . . . . . .

. . . . . . . . . . .

. . . . .

$

2,804,020

$

1,999,198

Earnings per common share:

Income before extraordinary

item and cumulative

effects of changes

inaccoonting

principles

. . . . . . . . . . . . . . . . . . . . . . . . . . .

. .

Extraordinary

item . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

. . . .

Cumulative

effects ofchanges

in accounting

principles

. .

Netincome,

, . . . . . . . . . . . . . . .

. . . . . . . . . .

. . . . . .

. . . .

.

$

1.11

(0,14)

$

$

1.28
—

0.13

1,41

On August 21, 1995,

the Company

entered into an Agreement

and Plan of Merger and Reorganization

(the “Agreement”)

with Iowa Bancorp,

Inc.

(“Iowa Bancorp”

), and its wholly owned subsidia~,

Iowa Savings Bank, a federal

savings ba&.

located in Des Moines,

Iowa. The Agreement

calls for the Company

to acquire all outstanding

shares of Iowa Baucorp in

exchange

for a cash pa~ent

of $8,0 million, which is suhj ect to adjustment

in accordance with the terms of the Agreement,

The transaction

is subject

to approval

by Iowa Bancorp’s

stockholders

and to approval by the Office of Thrift Supervision.

3. STOCK

CONVERSION

On .kpril 9, 1993,

the Board of Directors

of the Association

tion account will be reduced annually to the extent that eli-

adopted a Plan of Conversion

(the “Conversion”)

to convert

gible account holders have reduced their qualifying

from a federally chartered mutual

savings and loan associa-

deposits,

Subsequent

increases will not restore an eligible

tion to a federally chartered stock savings bank with the

account holder’s

interest

in the liquidation

account,

In the

concurrent

formation

of a holding company

(the “Holding

event of a complete

liquidation

and only in the event of a

Company”).

complete

liquidation.

each eligible account holder will be

On September

20, 1993,

the Holding Company

received

entitled to receive a distribution

from the liquidation

subscriptions

for 1,917,625

shares of common stock at $10

account

in an amount proportionate

to the current adjusted

per share for subscription

proceeds

of $18,500,000,

net of

qualifying

bahmces

for accounts

then held,

costs of $676,250,

which wel-e reduced by $93,210

in fiscal

Subsequent

to the Conversion,

the Bank may not declare

year 1994.

or pay cash dividends

on or repurchase

any of its shares of

At the time of the Conversion

a liquidation

account

in an

common stock if the effect

thereof would cause stockhold-

amount

of $16,261,230

was established

for the benefit of

ers’ equity to be reduced below applicable

regulatory

capital

eligible account holders who continue

to maintain their

maintenance

requirements

or if such declaration

and pay-

account with the Bank after the Conversion.

The liquida-

ment would othercvise violate regulatory

requirements.

[31]

4.

SECURITIES

AND MORTGAGE-BACKED

SECURITIES

AVAILABLE-FOR-SALE

Securities and mortgage-backed securities classified as available-for-sale at September 30, 1995 and 1994 are as follows:

September

30, 1995

Amortized
cost

Gross
Unrealized
Gains

Gross
Unrealized
Losses

Approximate

Fair
Value

Securities:

U.S. Treasury and other Government

agency obligations

. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. ..

$45,442,279

$

157,179

$ 87,473

Co~orate

obligations

. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. ..

Marketable

equity securities

. . . . . .

... .. . . . . .. ... .. .

Total

securities

.. .. .... .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... ..

1,050,569

2:168,688

48,661,536

Mortgage-Backed

Securities:

Government National Mortgage Association

.. .. ... . .

Federal Home Mortgage Association Corporation

...

Federal National Mortgage Association,

... .. . . . . .. .. ..

Collateralized mortgage

obligations

. . . . . .. .. . . . . .

Privately issued mortgage pass-through

certificates

7,179,255
3,750,778
3,230,930
5,260,118
1,237,868

Total mortgage-backed

securities

.. .. .. .. .. ... .. .. .. .. .. ... .. ..

20,658,949

7,368

90,555

255,102

304,299
218,263
199,769
17,045
78,238

817,614

$45,511,985
1.057,875

2:259:243

62
—

87,535

48,829,103

.“

—

276
6,492
66,806
—

7,483,554
3,968,765
3,424.207
5,210,357.
1,316,106

‘

73,574

21,402,989.~

Securities:

L’.S. Treasury and other Government

agency obligations

Corporate

obligations

.. .. ... .. .. .. .. .. ... .. .. .. .... .. .. ... .. ... ... .. .
. . .

. . . . .. .. . . . . . . . ... .. .

.. .. .

\larketable

equity securities

. . . . . .. ... .. .. . . . .. .. ... . .

Total securities

.

.. .. ... . . . .. .. .. . .

. . . .. .. . . . . ... .. . . ..

Mortgage-Backed

Securities:

Government National Mortgage Association

. .. .. . .

Federal Home Mortgage Association Corporation

,.,.

Federal National Mortgage Association

. .. ... . . . . .. .. .

Collateralized mortgage

obligations

. . . . .. ... . . . .

Privately issued mortgage

pass-through

certificates

Total momgage-backed

securities

. . . . . .. . .

. . . .. .. ... .

$69,320,485

$1,072,716

$161,109

$70,232,092

September

30, 1994

Gross
Unrealized
Gains

Gross
Unrealized
Losses

Appr;~~rmate

Value

Amortized
cost

$10,542,699
1,964,219
739,130

13,246,048

$ 55,962
—

38,750
94,712

$55,469

46,235
17,920

$10,543,192
1,917,984
759,960

119,624

13,221,136

~,gbs,o~l

5,074,410

3,985,373

5,604,716

1,442,199

247071.769

$37,317,817

2,641

189,703

151,082

791

78806

423,023

$517,735

152,471

30,385

4,203

330,206

—

7,815,241

5,213,728

4,132,252

5,275,301

1,521,005

537,265

23,957> 527

$656,889

$37,178,663

,

The amortized

cost value and approximate

fair value of debt securities by contractual maturity at September

30, 1995 are

shomm belom,. Actual maturities mill differ from original maturities due to certain borrowers having the right to prepav

obligations with or without penalty.

Dueinoneyear

or less . ... .. .. .. .. .. ... . ... .. .. .. .. ... . ... .. .. .. .. .. ... .. .... .. .. .. ... .. .. .. .. .. ..

Due after one year through five yrars . . . . .. .. ..

. . . .. .. .

. . . . .. ...

.

. . ..

Due after five years through ten years ... .. .. .. .... .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. ..

Dueafter

ten years .. ... .. .. .. .... .. ... . ... .. .. .. .. .. ... .. .. .... .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... .. ..

hIarketable

equity securities

.,.,...,.,.,

. .. ... .. .. .. .. .. ... .. .. .. .... .. ... .. .. .. .. .. ... . ... .. .. .

Amortizad
cost

$19,753,930

13.533,008

12.96.5,910

Approximate
Fair
Value
$19,791,501

13,622.109

12.916,250

240,000-

240,000

46,492,848

2,168,688

46.569,860

2,259,243

$48,661,536

$48,829,103

[32]

Mortgage-backed securities available-for-sale classified by type of interest payment and original maturity at September 30,
1995 and 1994, are shown below.

/

Adjustable

rate

. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. ... . ... .. .. .. .. .. .. ... .. .

Ftied-rate,

5 year

. ... .. ..... .. ... ... .. ... .. .. .. .. .. .. .. ... .. .. .. .. ... . .

Fixed-rate,

15year

.. . .. .. .. ... .. .. . . .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. ..

Fixed-rate,

30year

~. . .... .. .. .. ... ... . .. .. .. .. ... .. .. .. .. .. .. ... .. .. .

Collateralized mortgage

obligations

.. .... .. .. .. ... .. .. .. .. .. .. .

Adjustable

rate

.. .. .. .. .. .. .. ... .. ... . .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. .

Ftied-rate,

5yez

.. . . .. . .. .. ... . ... . .. ... .. . . . . .. .. ... .. . .

Fixed-rate,

7 year

. ... . . . . .. .. ... .. .. . . .. .. .. ... . . . .. .. .. ... .

Ftied-rate,

15year

. .. ... . . . . .. .. ... ..

. . . ... .. ..

. . . .. .. ..

Fixed-rate,

30 year

... .. .. . . . . ... . .. ... . . . . .. .. ... . . . . .. ..

Collateralized mofigage

obligations,

. .. .. ... .. .. .. .. .. .. ... .. ..

September 30, 19S5

Approximate
Feir
Value

Weighted
Rate

Amotiad
cost

$1,923,682

$2,000,015

469,123

1,186,790

11,819,236

15,398,831

5:260; 118

475,685

1,252,820

12,464,112

16,192,632

5;210;357

$20,658,949

$21,402,989

7.18°h

8.00

9.07

8.08

8.04

6.34

7.61?

September 30,1994
*P roximate
Fair
Value

Weighted
Rate

Amortized
cost

$2,276,003

$2,333,020

.

6.81°10

614,718

16,354

2,882,808

12,677,170

18,467,053

5,604,716

588,094

15,903

3,011,633

12,733,576

18,682,226

5,275,301

8.00

5.00

9.49

8.12

8.16

6.43

$24,071,769

$23,957,527

7.76%

\

\

Activities

related to the sale of securities available-for-sale

and mortgage-backed

securities available-for-sale

are summa-

rized as follows:

Proceeds

from sales ... .. . . . . .. .. ... . . . . . .. ... . . . . .. ... . ..

Gross gains on sales .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. ...

Gross losses on sales

.. .. .. ... .. .. .... .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. .

5.

SECURITIES

HELD-TO-MATURITY

Years Ended September

30

1995
$49,445,258

1,070,247

—

1994
$16,136,827

80,666

71,496

1993

$–

—

—

September

30,1994

Amortizad
cost

Gross
Unrealized
Gains

Gross
Unrealized
Losses

Approximate
Fair
Vaiue

U.S. Treasury

and other Government

agency obligations

.. .. ... .. .. .. .. .. . .... .. .. .. .... .. .. ... .. .. .. .. .

$18,000,000

+

$
—

—

$190,000

$17,810,000

There were no securities held-to-maturity

at September

30, 1995

During the period ending September

30, 1994,

there were no sales of securities held-to-maturity

or transfers of securities

between available-for-sale

and held-to-matiritY.

In May 1995,

the Company

reclassified

all securities,

including mort-

gage-backed

securities, previously

designated as held-to-maturity

to the available-for-sale

category.

The reclassification

was performed

after consideration

by management

of a pending regulatory policy clarification

in regard to the measure-

ment of interest sensitivity of floating-rate mortgage-backed

securities.

It was management’s

opinion that the pending reg-

ulatoq

policy clarification

provided

sufficient potential

risk to the market value of this @pe of security to warrant

reclassi-

[33]

fication of the securities held by the company

to the available-for-sale

designation.

The amortized

cost and approximate

fair value of securities and mortgage-backed

securities

that were transferred to the available-for-sale

category were

$77,832,845

and $78,948,854,

respectively,

6. MORTGAGE-BACKED

SECURITIES

HELD-TO-MATURITY

September

30,1994

Amortized
cost

Gross
Unrealized
Gains

Gross
Unrealized
Losses

Approximate
Fair
Value

Collateralized mortgage

obligations

.

. .

. .

. .

$47,917,370

$296,298

$1,045,869

$47,167,799

‘-

There were no mortgage-backed

securities beld-to-maturity

at September

30,1995.

Mortgage-backed

securities at September

30, 1994 consisted of collateralized mortgage-obligations

with a weighted aver-

age rate of 6.1370,

There was no activity related to the sale of mortgage-backed

securities held-to-matirity

for &e years ended September

30,

1994. During the period ended September

30, 1995, all mortgage-backed

securities were transferred to the available-for-

sale catego~

(see Note 5).

7. LOANS

RECEIVABLE

One to four family residential mortgage

loans:

Insured b~FHA orguaranteedbyl’.~

.

. . . . .. .. . . . . . . .. .. . . . . . . . .. ... . .

Conventional

.. .. ... .. . ... .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .... .. ... .. .. ..

Construction

.. .. .. .. ... .. .. .. .. .. .. .. .. ... .. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. ..

Commercial

andmtdti-family

real estate loans

. .

.

. . . .. ... .. . . . . .. .. ... . . .

Agricultural

real estate loans .. .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. ..

Commercial

business

loans

.. . . . . .. .. ... . . . ... .. .. . . . . ... .. .. ... . . . . . .. ... . .

.

Agricultural

business

loans

.. . . .

.. .. . . . .

. . .. ... . . . . .. .. ...

. . ... .. ..

. . . . ..

Consumer

loans ... .. .. .. .. . ... .. ... .. .. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. ..

September
1995

30,

1994

$

599,019

$

56,674,526
17,877,327

737418,931

7,021,264

8,172,989

11,905,367

13.007,467

748,983
54,413,516
10,247,875
59,920,149
8,063,734
8,930,949
7,784,275

10,597.790

Subtotal

.. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. ... .. .. .. .. .. .. .. .. ... .. .. .. .... .. ... .. .. .. .. .. ... .. .. .. .... ..

188,676,890

160.707,271

Less: Allowance

for loan losses .. .. ... .. .. .. .. .. .. ... .. .. .. .... .. .. .. ... .. .. .. .. ... .. .. .. .. .. .. ..

Undistributed

portion of loans in process

. . . . .

. ..

. . . . .. .. ... .. . . . .. .. .. .

Deferred fees

. .. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. . ... ... .. .. .. .. .. .. .. .. .. ... .. .. .. .. ... .

1.649,520

8.071,693

404,176

1.+42,077

3,424,919

343,536

Total

-net

. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .... .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. ... .

S17’8,551,501

$155.496.739

A snmma~

of The activity in the allowance

for loan losses is as follows:

Balance. beginningof

period .. .. ... . . . . .. .. . .

. . . . .. ...

ProvisioIl

.. .. ... .. .. .. .. .. ... .. .. .. .. .. .. .. .. ... .. .. .... .. .. ... .. .. .. .. .. .. ..

Brookings

allowance

at acquisition

date...,,.,.,,,.,

. .. .. ... .

Less: Losses

charged against allowance . .. ... .. .. .. .. .. .. ... .

Years Ended September
1994

30,
1993

1995

S1.442,077

2.50,000

(+2,557)

{

,

$825,000

$600,000

105,000,
5173781
(5,7fJ4)

225,000

,

—

—

Balance.

tud of period

. . ... .. .. . . . . . . .. .. ... . . . . .. .. . . .

$1,649,520

~ $1,442,077

~

S825,000

[34]

Virtually

all of the Bank’s originated loans are to Iowa and SoUth Dakbta-based organizations. The Bank’s purchased
located, as a percentage of

loans tod approximately $78,760,000
total loans as follows: 1l% in Wisconsin, 7% in Minnesota, 5% in Iowa, 470 in South Dako@, 37. in New York and &e
remaining 14°A in fifteen atier states. me Bank’s purchased loans totalled $64,891,000
secured by properties located, as a percentage of totaf loans, as follows: 10% iu Wiscons~7 6% in Iowa, 5°A in South
Dako@ 4“/. in New York, 3% in Nebraska and the remaining 12% in tieen

at September 30, 1995 and=

fiecured by propefies

oher states.

at September 30,.1994 and were

The Bank originates Wd purchsa

commercial reai estate loans. These loans are considered by management to be of

greater risk of uncollecfiihty
$7,430,000

some~at
loans include appro~ately
1994, respectively. The remainder of&e commercial real estate portfolio is diversified by industry. The Bank’s policy for
reqaitig

due to the dependency on income production. The Bank’s commercial real estate
and $7,754,000 of loans secured by nursing homes at September 30, 1995 and

varies with the credit worthiness

collater~ and guarantees

of each borrower.

The amount of res~ctured
of non-accmfig

amo~t

and related party loans as of September

30, 1995 and 1994 were not significant.

The

‘

loans as of September

30, 1995 and 1994 were $726,000 and $734,000,

respectively.

8. REAL

ESTATE

OWNED

Real estate o~ed

. .. . . . .. .. ... .. .. . . . .. ... .. . . . . .. ... .. . . . . .. .. ... . . . . .. .. ... .. . . .

Less: Nowmcefor

losses ..~ .. .. .. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .... ..

Total

. .. .. ... . . ... .. ... .. . . . ... .. .. ... . . . . .. ... .. . . . . .. ... .. . . . . . .. ... . . . . . .. ... . .. .

A summary of the activity in the allowance

for real estate owned is as follows:

Balmce,

begiting

of period .,..., . .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. .. .

Provision

. .. .. ... .. . . . . . .. ... . . ... . .. ... .. . . ... .. .. ... .. . . . .. .. .

Less: Losses

charged against allowance

... .. .. ... . .. ... . ...

Balance,

end of period

.. ... .. .. . ... .. ... .. . . . . .. ... .. .. . ... .. ..

9.

PREMISES

AND EQUIPMENT

September

30,

1995

1994

$48,418

—

$48,418

$

$

–
—

–

Years Ended September
1994

30,
1993

1995

$–

—
$

—

—

–-

$10,897

—

10,897

$89,653

9,600

88,356

$

–

$10,897

September

30,

1995

1994

Land . .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .... .. .. ... ..

$

446,547

$

446,547

Buildings and improvements

. ..

. . . . . .. .. ... .. . . . .. .. ... .. . . . .. .. ... .. . .

. . .. . . .

Furniture,

fixtures and equipment

.. .. . . .. .. ... .. .. .. .. .. .. ... .. .. .... .. .. ... .. .. .... .. .. ... .. ..

Total

. .. ... .. . . . . .. .. .. . .

. . . .. .. . . . . ... .. .. .. ... . . . .. .. ... .. . . . . .. .. ... . .

. . ..

. . .

Less accumulated

depreciation

. . . .. .. .. ... . . . . .. .. ... .. . . . . .. ... .. . . . . . . . . .

2,685,197

1,929,692

5,061,436

3,084,789

2,461,438

1,580,488

4,488,473

2.958,218

Total

. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. .. .. ... . .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. .. .. ... .. ..

$1,976,647

~

Depreciation

of premises and equipment,

included in occupancy

and equipment

expense, was $134,733,

$91,061,

and

$68,445

for fiscal years ended September

30, 1995, 1994 and 1993,

located on leased land. The lease requires annual payments

of $6,000

respectively,

One of the Bank’s branch offices
through fiscal year 2003 and has a purchase

is
option,

[35]

10. DEPOSITS

Balances by Interest Rate

Negotiable

orders of withdrawal

(NOW):

Variable

Passbook:

2,25-

4,70~o

Money market demand accounts:

Variable

Certificate

accounts:

Variable

Less than 3,00%

3.00y0 - 3.99~o

4.00y0 - 4.99yo

5.()()yo - 5.99%

6.00°h - 6,99~0

7.()()% - 7.99~o

8.000/.

-8.997.

97. and o~rer

September

30,

1995

1994

Amount

%

Amount

%

$ 15,535,519

J

9.070

$ 16,270,585

‘)

9.2%

12,112,476

‘;

14,836,337

“,

1,498,585
15,040
1,578,097
18,717,963
49,225,895
53,518,743
802,841
1,751,453

23200,048

7.1

8.6

0.9

0.1

0.9

10.8

28.6

31.2

0.5

1.0

1.3

9,256,724

~

16,248,089

1,047,792

753,709

17,335,624

57,170,385

40,046,055

12,060,297

1,779,710
~,744,858

2,452,879

&
j

J

~

5.3

9.2

0.6

0.4

9.8

32.6

22.7

6.8

1.0

1.0

1,4

76,3

100.0%

—

Total

certificate

accounts

Total deposits

129,308,665

$171,792,997

vi

/

73.3

134,391,309

100.0%

$176,166,707

Certificates

of deposit

in the amount

of $1 OO,OOOor more (jumbo

certificates)

total approximately

$6,957,500

and

$10,274,300

at September

30, 1995 and 1994,

respecti~ely.

A summary of certificate accounts by scheduled maturities at September 30, 1995,

is as follows:

1996

1997

1998

1999

2000

Thereafter

Variable

Less than 3.007.

3.00

4.00

5.00

6.00

7.00

8.00

- 3.99%

- 4.99yo

- 5.99yo

- 6.99%

- 7.99%

- 8.99y0

9.00y0 and over

$

941,607

$

556,978

$

3,051

1,573,203

—

12,169,250

5,633,310

4,894

766,490

30,059,351

14,8485341

3,684,236

118,185

598,542

–$–
—

6,839

$

–$
—

29,212,285

20,716,058

2,075,936

1,1+5,165

237,969

335.220

540,316

493,390

122.316

9,982

10,000

1,221,869

15,788

69>886

241,442

1,408,308

30,728

23,800
182,507
45,694
2,162

5,150

Total
— S 1,498,585
15,040
1,578,097
18,717,963

—

11,625
186,792
—
—

49,225,895
53,518,743
802,841
1,751,453

2,200,048

$75,072,252

$42,380,375

$8,004,867 @,362.713

$284,891

$203,567$129,308,665

A summa~-

of interest expense on deposit accounts

is as follows:

NOW accounts

.

.

.

.

Passbook

accoonts

. . .

. . . . .. ... . . .

.. ... . . . . . .. . . . . .

\loney market demand acco~ts

.,...,.,......,.,.,.,.,......,.,.,.,

Certificates

. . . .. .. .

. .

.. .. . . . . . . . .. .. . . . . . .. ... . . .

Years Ended September

30,

1995

1994

1993

$

295,930

276,665

440,393
77232,239

$

263,216
~08,-J16

473,246

5,157.564

$

25?>049
216.041

528,507

5,024,535

$ 8,2+5,227

$6,102,042

$6,026,132

[361

11.

ADVANCES

FROM FEDERAL

HOME

LOAN BANK

The Bank was indebted to the Federal Home Loan Bank of Des Moines

(FHLB)

on notes maturing

as follows:

September

30,

1995

1994

Amount

$–
31,200,000

8,200,000

10,200,000

200,000

200,000

200,000

898,388

—Y.

6,20

6,02

5.88

7.39

7.55

7.71

6.86

Amount

5.14%

$58,200,000

6.62

6.89

7.15

7.39

7.55

7.71

6.68

200,000

200,000

200,000

200,000

200,000

200,000

908,065

6.1370

$51,098,388

5.20yo

$60,308,065

The Bank has executed a blanket pledge whereby the Bank assigns,

transfers and pledges

to the FHLB and grants to the

FHLB a security interest

in all property now or hereafter owned. However,

the Bank has the right to use, comingle

and

dispose of the collateral

it has assigned to the FHLB.

LTnder the agreement.

the Bank must maintain “eligible

collateral”

that has a “lending

value” at least equal

to the “required

collateral

amount”,

all as defined by the agreement.

At September

30, 1995 and 1994,

the Bank pledged securities with amortized

costs of approximately

$22,500,000

and

$52.316,000

and fair values of approximately

$22,468,000

and $50,078,000

against specific FHLB advances.

In addi-

tion, certain loans are pledged as collateral,

12.

SECURITIES

SOLD UNDER

AGREEMENTS

TO REPURCHASE

At September 30, 1995 and 1994. securities sold under agreements to repurchase totaled $1,149,918

and $909,918,

respectively.

An analysis of securities

sold under agreements

to repurchase

is as follows:

Highest

lnollth.end

balmlce

.. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. .. ... .. .

.A\.erage balance . .. .. .. ... . ... .. .. ... .. .... .. .. .. .. .... .. ... .. .. .. .... .. ... .. .. .. .. .. ... . ... .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .

Weighted

average iuterest rate during the period .. ... . . . . .. .. ..

. . .

.. ...

. . .

.. .. ... . . . .. .

Weighted

average interest rate at end of period . .. .. ... .. .. .. .. ... .. .. .. .. .. .. ... . ... .. .... .. ... .. .. .. .. .. .. .

Years ended SeDtember 30,

1995-

$1,312,411

$1,139,431

1994

$2,398,070

$2,042,876

5,300/0

5,75%

6.80%

4,?oyo

At September

30, 1995,

securities

sold under agreements

to repurchase had maturities

ranging from 2 to 15 months with a

weighted average maturih- at September

30. 199.5 of 8 months,

The Bank pledged securities with amortized

costs of approximately

$1,580,000

and $941,000

and fair values of

approximately
under agreements

to repurchase.

$1>603.000

and $921.000,

respectively,

at September

30, 1995 and 1994 as collateral

for securities

sold

EMPLOYEE

13.
~ro~it Sharing Plan - The profit-sharing

BENEFIT

PLANS

plan for sub-

la based on compensation,

Participant

benefits become

20

stantially all full-time

employees

provides

for the Company,

percent vested after three years of service and then increas-

at its option and subject

to a percentage

of emplo!-ee

earn-

es 20 percent each year until they are 100 percent ~~ested

ings limitation imposed by the Internal Re~,enue Code.

to

after seven years of service. ESOP expense w-as $358,613

contribute

to a trust created by the plan. Related expense

and $198.100

for the years ended September

30.1995

and

for years ended September

30, 1995, 199+ and 1993 was

1994.

$106.188,$113,343,

and $77,590,

respectively,

Emplou~ee Stock Oulnership Plan - A] I employees

Company which was used to purchase

153,410

shares of

meeting

age and service requirements

are eligible to p antici-

the Company

common stock. Through September

30,

pate in the Employee Stock Ovnership

Pla,l

(the “ESOP’-)

1995,

the ESOP has allocated to current and former partic-

The ESOP was capitalized with a $1,534,100

loan from the

established

in fiscal year 1993, Contributions made by the

ipants 56=690 shares.

Bank to the ESOP are allocated to participants

by a formu-

[37]

Incentive Compensation and Other Arrangements

-.

chase common stock of the Company

pursuant

to the option

The Bank has an incentive

compensation

plan (the “Plan”)

plan,

‘For *.

year ended September

30, 1995 options

in

for selected officers.

The Plan provides

for armud bonuses

based upon the achievement

of pre-determined

individual

3,50

d
of $20,0~~er

sharfi have been granted at an average exercise price

share and expire September

28? 2005

For

and Bank objectives.

The Bank’s policy is to fund incentive

the year ended September

30, 1994 options

on 172,

85

I

compensation

as accrued.

The totaf

incentive

compensation

shares h~ve been granted at an average exercise price of

expense was $93,400,

$125,000

~d

$58,140

for the years

$10.00

~ r share and expire September

20,2003.

No

ended September

30, 1995, 1994 and 1993,

respectively.

options h v. been exercised or have expired during fiscal

[

years 1995, 1994 or 1993,

The Bank has entered into employment

agreements with

certain executive

officers. Under the agreements,

in the

The Bank granted 4,794 and 70,952

restricted shares of

event of vohmta~

or involuntary

termination

of employ-

the Company’s

common stock on May 23, 1994 and

ment with the Bank and under specific

circumstances

(as

September

20, 1993,

respectively,

to certain officers of he

detailed in the agreements)

the officer would receive com-

Bank pursuant

to the recognition

and retention plan (the

pensation based on average annual compensation.

The

“Plan”).

The holders of the restricted stock have all of the

agreements

are in effect as long as the officer

remains

in the

rights of a shareholder,

except

that they cannot

sell, assi~m,

employ of the Bank.

pledge or transfer any of he restricted stock during the

restricted period,

The restricted stock vests at a rate of

Stock Option and Incentiue Plans - Certain officers

25~0 on each anniversary

of the grant date,

and directors

of the Bank have been granted options

to pur-

14.

INCOME

TAXES

The Company

is permitted under the Internal Revenue

Code (“the Code”

) to deduct an annuaf addition to a

reserve for bad debts in determining

taxable income

subject

to certain limitations,

The bad debt deduction

allowable

under this method equals 80/0 of taxable income determined

without

regard to that deduction

and with certain adjust-

in taxable

income

of later years if the bad debt

reserve is used subsequently

for purposes

other than to

absorb bad debt losses. Because the Company

does not

intend to use the resem-e for purposes

other than to absorb

losses, no deferred income taxes have been provided

in the

accompanying

consolidated

financial

statements.

Retained

ments. This addition differs from the bad debt experience

earnings at September:

30, 1995 includes approximately

used for financial

accounting

purposes.

Bad debt deduc-

$6,200,000

of such bad debt deductions

for which no

tions for income tax purposes

are included

deferred income

taxes have been provided.

Income tax expense

(benefit)

consists of the following:

Years Ended Sentember

. ...–.

–— –r
3d.

Current:

Federal

.

.

. .

. .

. .

.

. .

. .

.

State

. . . .. .. .. ... . . . . .. ... .. . . . . . .. ... . . . . . . . . .

.

. ..

.

,...
. . .

$1,9+6,687

$1,348,519

324.000

150.000

$

937,000
142,300

1995

1993

Deferred:

1.498.519

1.079”300

46,000

+.000

50,000

(59,700)
(5,300)

(65.000)

(30,000)

(+1000)

(34.000)

$2,.320,687

$1.433,519

$1.045,300

The ~;ompany’s

provision for income taxes is reconciled with the amount

of income tax computed

by applying the federal

statutory rate as follows:

Years Ended September

30,

1995

1994

1993

Taxat E”ederal rate

. . .

.. .. .. ... . . .

.. ..

. .

.. .. ..

. . . . .. .. .

. .

$1.995.000

$1,327.790

$

912.000

Increase (tiecreasc)

resulting from:

Baddebt

deductioI1 -net

. .. ..

. . .

.. .. ..

. .

.. ...

. .

. .. .

. . .

State income taxes - n~t of federal benefit
Excess of cost over net assets a. quired .,.,.,.........................,.,.,.,
Fair value of ESOP shares released

. .. .. ...

.

. . . . .. . . . . .

Otller.

net .. .. .. .... .. ... .. .. .. .... ... . ... .. .. .. .. .. . .... .. .. .... .. .. ... .. .. .... .. ... .. .. .

21+.000
4:3.000
+87000
20.687

(34.000)
99.000
21.279
—

19.+50

76,500

9+,000
—

(37.200)

Total

income tax expense

. .. . . . . . . . ..

.

. .

.. ... . . . . . .. .. . . . . .

$2,320.687

$1,433,519

$1.045.300

The tax effect of temporary

differences

that give rise to significant portions

of deferred tax assets and liabilities at

September

30, 1995 and 1994, are as follows:

Deferred w assets:

Reserve for losses on loans not currently deductible .. .... ... .................... ...

Deferred loan fees .. .... ... ............ .... ....................... .... ................... .... .... ...

Ma~ement

ticentive proWm . ....... ............ .... ... ........................ ... ........ J

Netunrealized

loss on securities available-for-sale

......... .... ...................

Other items

.............. ..... ............... .... .... ............... .... ....... ................ .... ....

Deferred tax liabihties:

Federd Home Loa Bdstock

... .... ................... .... ....................... ........ .

Net unrealized gain on securities available-for-sale

....... .... .... ....... ..........

Other ....................... .... ....................... ... .................... .... ................... ......

1995

1994

$228,000

$308,000

104,000

83,000

33.000

448.000

419,000

337,349

18,864

775.213

92,000

61,000

43,568

38,000

542,568

419,000

—

15,000

434,000

NetdefeITed tax asset (hdfi~)

.. ............... .... .... .... ........ ....... .... .... ... ......

$(327.213)

$108,568

Under APB No. 11, the provision for deferred income

taxes for fiscal year ending September

30, 1993 is as follows:

hterest

ondehqent

lores . .. .. . ... .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .... .. .. ... .. .. .. .. .. ... .. .. .. .... .. ... .. .

Cmhtoaccmd

mefiodadjustient

.... .. ... .. .. .. .. .. .. ... .. .. .. .... .. .. ... .. .. .. .. .. ... .. .. .. .... .. ..=. . .. .. .. .. .. ... ..

Deferred loanpardcipation

pretiums

. .. ... .. .. .. .... .. ... .. .. .. .. .. ..... .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... .. .

FHLBstock

dividend .. .. .. .. .. .. .. ... .. .. .. .. .. .. ... . ... .. .. ..... .. .. .. .. . .. .. ... .. .. .. .. .. .. ... . ... .. .. .. .. ... .. . .. .... .. ..

Adjustientof

sectities

held forsdec.g

value . .... ............... .... .... .... .... ....................... .... ...

Deferred loan fees, net

.. .. .. .. .. .. ... .. .. .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. . ... .. ..

Write-down

ofrate

caps

............ .... ................... .... ... ................ .... .... ........................... ...............

Ofier. net . .... .. .. .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. . ... .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. ..... .. .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. ......

Total deferred income tazbenefit

......... .... .... .... ............ .. ... ............... ..... ... ..... ....... ..... ..............

$(25,300)

34,300

(13,1X)

(24,300)

(5,600)

$(34.000)

15.

REGULATORY

CAPITAL

REQUIREMENTS

At September

30, 1995 the Bank’s

estimates

of its capital amounts and the capital

levels required under OTS capital

regu-

lations are as follows:

Actual

Requirement

Excess

Bank’s

stockholder’s

e~i@

. .. ... .. .. .. .... .. ... .. .. .. .... ..... .. . ... .. .. .. ... .. .. .. .

$35,036,349

Less unrealized holding gain on securities availdle-for-sale,

net..

Less intangible

assets

. . . . . .. . . . . . . . .. ... . . . .

.. ... .. . . . . . .. ... . .

Less phase-out

of investments

in non-includable

subsidiaries

.

(539:023)

(1,689,776)

(73+,448)

Tangible

capital

.. .. .. .. ... .. .. .. .. . ... .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. .. ..

$32,073,102

S3,890,652

$28,182,+50

Tangible

capital

to adjusted assets (1),.,...,

... .. . .. .. .. .... .. .. ... .. .. .. .. .. ..

12.37y0

/

l,so~o

10.87VO

Core capital

(Tier 1 capital)

. . . .

.. ...

. .

. . ... .. . . . . . ... . . . . . ..

$32,073,102

I

$7.781.304

S24.291.798

Core capital

to adjusted assets (l)

. .. .. .. ... . ... .. .. . ... ... .. .. .. .. .. .. ... .. .. .. ..

12.37yo

/

s:oo~o

9,37%

Core capital

. .. ... ... ... .. .. .. .. .. .... .. ... .. .. .. .. .. ... . ... .. ... ... .. ... .. .. .. .. .. .. ... .. .. ..

$32.073,102

Plus gerleral

loan loss allowances,,.,,,,,,...,,,...,....,.......,...,..............

Less assets requiredto

be ded~lcted . .. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. ... . .. ...

1,634,680

(~~,336)

Risk-based

capital

(Total

capital)

. . . .. .. . . . . . .

.. ...

. .

.. ...

. .

S33,633.4+6

$13,177,473

$20,+55,973

Risk-based

capital

to risk-weighted

assets (2)

.

.

. .

20,-f2Yo/

8.00%

12,42%

(1) Based on adjusted total assets totaling $259,376.80+.

(2) Based on risk-weighted

assets totaliug S164.718,+08.

[39]

The OTS, as the primary federal regulator of savings institutions, has broad supervisory

and enforcement

powers.

The

B~

is also subject

to regulatory ~d

supervisory

enforcement

authority under&e

Federal Deposit

Insurance Corporation

(FDIC) with respect

to certain activities

that may pose a risk to the deposit

insurance

fond. At periodic

intervals, both the

OTS and the FDIC routinely

examine the Bankis financial

statements as part of heir

legally prescribed

oversight

of the

satigs

and loan industry. Based on these exatninations,

the regulators

can direct

the Bank’s

financial

statements be

adjusted in accordance with their findings.

The Federal Deposit

Insurance Corporation

Improvement Act of 1991,

established

five regulatory

capital

categories:

well-capitalized,

adeqttately-capitahzed,

undercapitalized,

significantly

undercapitalized

and critically undercapitalized;

and authorized banking

regtdatory

agencies

to take prompt

corrective

action with respect

to institutions

in the three under-

capitalized

categories.

These corrective

actions become

increasingly more stringent as an institotionis

regulatory

capital

declines, At September

30, 1995,

the Bank exceeded the minimum requirements

for the well-capitalized

category as

shown in tie following

table.

Tier 1
Capital
to Adjusted
Total
Assets

Tier 1
Capital
to Risk-

Weighted
Assets

\

Total
Capital
to Rlsk-

Weighted
Assets

Actual

capital

.. .. ... .. .. .. .... .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. .... ... .. .. .. .

$32,073,102

.~’,

$32,073,102

]

$33,633,446

J

Percentage

of adjusted assets .. .. .. .. .. ... .. .. .. .... .. .. ... .. .. .. .. .. .. ... .. .. .... .. .

12.37% /

Minimum requirements

to be classified well-capitalized

. .. . . ... .. .

5.00%

19.47%/’

6.00%

20.42%]’

10.00%

16.

COMMITMENTS

AND CONTINGENCIES

mitments d

conditional

obligations

as it does for on-bal-

In the normal

course of business,

the Bank makes various

ance sheet instruments.

cornrnitrnents

to extend credit which are not reflected in the

The Bank pledged securities with amortized

costs of

accompanying

consolidated

financial

statements.

At September

30, 1995 and 1994,

the Bank had loan

aPprofiatelY
values of approximately

$674657000

and $1074497000

~d

fair

$6,412,000

and $9,802,000

at

commitments

approtiating

$6,839,000

and $1,060,000,

September

30, 1995 and 1994 as collateral

for public

respectively,

excluding undisbursed

portions

of loans in

funds on deposit,

process.

Loan commitments

at September

30, 1995 include

The Bank also pledged securities with amortized costs of

commitments

to originate

fixed-rate

loans with interest

rates ranging from 7.75% to 11 .75Y.

totaling $551.000,

adjustable-rate

loan commitments with an interest rate of

7.75~0 to 9.507.

totaling $3,080,000

and purchase

approximately $999,000 and $592,000 and fair values of
approximately $1,006,000 and $578,000 at September 30,
1995 and 1994, respectively, as collateral for individual,
trust, and estate deposits.

adjustable-rate

loan commitments

of $3,208,000

with an

The Bank also pledged securities with an amortized cost

interest rate of 8.750/0 to 9.38°/0, Loan commitments

at

September

30, 1994 include

commitments

to originate

fixed-rate

loans with interest rates ranging from 8.757.

to

g.oo~o

totaling $237,500,

adjustable-rate

loan commit-

of approximately $690,000 and fair value of $691,000 as
collateral for other deposits at September 30, 1994. There
were no securities pledged as collateral for other deposits at
September 30, 1995,

ments with an interest rate of 6.500/0 to 8.250/0 totaling

The Bank had purchased interest rate cap contracts with

$822,500.

Commitments,

which are disbursed subject

to

certain limitations,

extend over various periods

of time.

Generally, unused commitments

are canceled upon expira-

tion of the commitment

term as outlined in each individual

contract.

The Bank’s

exposure

to credit

loss in the event of non-

performance

by other parties to financial

instruments

for

commitments

to extend credit

is represented

by the contract

tual amount of those instruments,

The Bank uses the same

credit policies and collateral

requirements

in making com-

at

a broker in the notional amount of $10,000,000
September 30, 1994, to reduce its long-term interest rate
exposure, The agreement provided for the Bank to receive
payments if the three month LIBOR rate exceeds a weighted
average protected rate of 12°L. During the year ended
September 30, 1994 and 1993, no payments were paid
under the interest rate cap contracts. This agreement
expired in fiscal year 1995,
utilized in fiscal years 1995, 1994 or 1993.

Interest rate swaps were not

17.

SALES

OF ASSETS

AND DEPOSITS

During the two years ended September

30, 1993,

the Bank

Loans held for sale, deposits and premises and equip

closed one branch office and consolidated

five others as part

ment with book values of $2,173,000,

S9.318,000

and

of management’s

long-tern

business plan.

$41,000.

respectively, were sold during the year ended

September

30.1993

resulting in a gain of $708,469.

[40]

18.

EXTRAORDINARY

ITEM

The Bank incurred prepayment

penalties

of $284,611,

net

Bank advances

of $4,000,000.

Such penalties vag

based

of tax benefits

of $167,000

for the y-ear ended September

on the remaining

term to maturity

(generally the closer the

30, 1993,

related to the prepa~ent

(with cash from opera-

advauce to maturity,

the less sibmificant

the penal~),

the

tiorrs) of primarily long-te-

fixed-rate Federal Home Loan

contractual

interest rate and *e

current borrowing

rate.

19.

FIRST MIDWEST

FINANCIAL,

INC.

(PARENT

COMPANY

ONLY)

FINANCIAL

INFORMATION

CONDENSED STATEMENTS OF FINANCIAL CONDITION

at Sentember 30.1995 and 7994

Cash and cash eqrrivalents

. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. ... ... ... .. .. .. .

Securities available.

for.sale

.. .. .. .. ... . ... .... .. .. ... .. .. .... .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .

Lomreceivables

from ESOP .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... .. .

Other assets .. .. .. .. .. ... .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. ... . ... .. .... ... .. .. .. .. .. .. ... .

1995

$1,161,376

$

694,950

967,200
172,190

1994
415,412

235,625

1,186.000

463,297

Investment

in subsidiaries

.. .. ... .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. ... .

34,497,327

32,493,650

Total assets .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. .. .. ... .. .. .. ... . ... .. .. .. .. .. ... .. .... .. .. ... .. .. .. .. ..

$37,493,043

$34,793,984

.Accrued expenses and other liabilities . .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. ... .. .... .. ... .. .. .. .. ..

$

19,370

$

11.588

Total

liabilities

... .. .. .. .. .. .. .. ... .. .... .. ... .. .. .... .. .. ... .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. ..

19,370

11,588

CoInl~lon stock . .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. ... ..

~ldditional paid. ill capital

. .. ... .. .. ... ... ... .. .. .. .. .. ... .. .. .. .. .. ... . ... .. .... .. ... .. .. .. .. .. ... ..

Employee Stock Ownership Plan . .. .... ... .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. ...

Retairled earrlillgs . ... .. ... .. .. .... .. ... .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. ... .. .. .. .. .. ...

Treasuw stock . .. .. .. .. .. ... .. .. .... .. .. ... .. .. .. .. .. ... .. .. .. .. ... .. .. .. .. .. ... .. .. .. .... ... .. .. .. .. .. ...

Llnrealizrd gain on securities available-for-sale,

net

.. .. .. .. .. ... .. .. .. .. ... .. .. . .. .. .

Total stockholders’

equih . .. .. ... .. .. .. .. .. .. ... .. .. .. .. ... .. .. .. .. .. ... . ... .. .. .. .. ... .. .. .. .. .

19.915

19,915

19;310,0+5

18,955,192

(967,200)

(1,186,000)

22,080,578

19,051,322

(3.002,207)

(2,070,177)

32,542

12 1~~

37,+737673

34,782,396

Total

liabilities and stockholders’

equity .. .. .... .. .. ... .. .. .. .. ... .. .. .. .... ... .. .. .. .. .

$37,*93,043

$3+.793,98+

CONDENSED STATEMENTS OF INCOME

for the years ended September

30, 1995.7994

and 7993

1995

1994

Dit-idend income

from the Bank .. .. .. .. ... . ... .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. ... .. .. .. .. .. ..

hllerestincorne

.. .. .... .. .. ... .. .. .. .. .. ... .. .. .... .. ... .. .. .. .. .. ... .. .. .. .. ... .. .. .. .... .. ... .. .. .. .. ..

Gain on sale of securities available-for-sale

. . . . .. ... . .

olber

expeuscs

Iucomt before income taxe~ and equity in undi~tributed

t,arrllllgsofs~lbsldlarles

.

. ..

. .

. .. .

. .

. .. .

.

.

.

. .. ..

. . ... ..

S1.800,000
177,901

517250

(132.175)

l,g96,976

Itlcf)llletaxexperlse

.. .. .. .. .. .. ... .. ... ... .. ... .. .. .. .. .. ... .. .. .... .. ... .. .. .... .. ... .. .. .... ... .. .. ..

_.

50.000

blrolne before equity in undistributed

rarnings

of sub.sidiarics

. .

.. ..

. .

1,8+6,976

$4,500,000

$

~38,3~~

+6,342

(175.586)

+.609,113

——— .-

70,+82

+,538,631

1993

–
125+1

(5;)

1~,+8+

—

1~,+~+

Equily

(10ss) in undistributed

earniugs of subsidiaries

.

..

. .

.. ..

. . .

1.697,376

.—

~1.809,720)

1.3+0,02+

Net jllcome

. .. .. .. . .. .. ... .. .. .... .. ... .. .. .. .. .. .. ... .. .... .. .. ... .. .... ... . ... .. .. .. .. ... .. .. .. .. ... .. ..

$3,5+ +,332

$~,7~87911

$1.352,508

[+1]

—

‘,

.

CONDENSED STATEMENTS OF CA6H FLOWS

for ttseyeare -

September 30, 1995, 1994 and 1993

,.

CASH FLOWS FROM OPERAT~G

ACTIVITIES

:

Nettimme

.. ... .. .... .. .. .. .. ... .. .. .... .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. ...

$3,544,352

$.2,728,911

$

1,352,508

Eqoity

(1OSSJin undistributed

earnings of subsidiaries

.. .. . . . .. .

(1,697,376)

1,809,7{0

(1,340,024)

Amorttiationof

recognition

andretention

plan,.,

. .. .. .. .. ... ...7....

Gain on sale of securities available-f~-sale

. .. .. ... .. ... . .. .. .. ... .. .. .. .

(Increase) decrease in other assets . .. .. ... .. .. .. .. .. .. .. ... .. .. .. .. ... .. .. .. .

Increa]e

(decrease)

accmed

expenses . .. .. ... ... . .. .. .. ... .. .. .. .. .. .... . .. .

-

208,159

(51,250)

291,107

54,984

381,897

(46,342)

(463,297)

(82,764)

—

,

181,595

Netcash

flows from operathg

activities . .. .. .. .. .. ... .. .. .. .. .. ... .. .

2,349,976

4,328,125

‘

194,079

1995

1994

1933

CASH FLOWS FROM INVESTfNG ACTIVITIES:

Investment

in subsidiaries

.. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. ..

Loanto ESOP .. ... .. .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. ... .. .. .... .. .. .

Payment

onlomfrom

ESOP ... . .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. ..

Purchase

of securities availdle.for.sde

. .. .. .. .. ... .. .. .... .. ... .. .. .. .. ..

Proceeds

from sale of securities available-for-sale

.,.. ... .. ... . . . .

Acquisition

of assets and liabilities

. . . .. . . . . . .. .. ... .. . . . .. ... . . .

—

—

218,800

(617,562)

241,875

–

–

198,100

(333,550)

162,378

—

(9,929,443)

(9,250,000)

(1,534,100)

150,000

–

—

–

Net cash flows from investing activities . .. .. .. .. .. .. ... .. .. .. .. .. ... ..

(156,887)

(9,902,515)

(10,634,100)

CASH FLOWS FROM FINLNCING ACTIVITIES:

. ... .. ... .. . . .. ... ..

Proceeds

from stock issuance . .. .. .. .. .. ... .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. .

Stock issuance

costs .. .. .. .. .. .. ... .. .. .. .. .. .. ... . ... .. .. .. ... .. .. .. .. .. ... .. .. .. ...

Dividends

paid .. .. .. .... ... .. .. .. .. .. ... .. .. .. .. ... .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .

Purchase

of treasuq

stock .. .. .. ... .. .. .. .. .. .. ... .. .. .. ... .. .. .. .. .. .. ... .. .. .. .

—

(515,0;)

(932,030)

—

:

(2,070,177)

19,176,250

(676,250)
–
—

Yet cash flows from financing

activities . .. .. .. .. ... .. .. .. .. .. .. ... .. .

(1,447,125)

(2,070,177)

18,500,000

NET INCREASE (DECREASE)

IN CASH AND CASH EQUIVALENTS

CASH AND CASH EQUIVALENTS

AT BEGINNING OF YEAR..

745,964

415,412

(7,644,567)

8,059,979

8,059,979

—

CASH AND CASH EQUIVALENTS

AT END OF YEAR . .

.

$1,161,376

$

415,412

$8,059,979

20.

SELECTED

QUARTERLY

FINANCIAL

DATA

(UNAUDITED)

FISCAL YEAR 1995:

Total

interest

income

. .

.

.

. .

.

$5,202> 586 {

$5,558,039;

$5,162,491

~

$5,130,354{

December 31

March 31

Juna 30

September

30

Quarter Ended

Total

interest expense

. ... . . ... .. ... . . . . ... . . . . ..

2,815,729

,

3,154,619:

Net interest

income

.. .... .. .. ... .. .. .. .. ... .. .. .. .. .. ... .. ....

Provision forlorn

losses . .. ... .. .. .. .. ... .. .. .. .. .. ... .. .. ..

Net incolne . .. .. .. ... .. .. .. .. .. .. ... .. .. .. ... .. .. .. .. .. ... . ...

2,386,857

30,000

$

776,494,

2,403,420

30,000

~

j

2,897,007

2,265,484

J

I

2,7817369

.,,

2,348,985,

130,000

:

60.000

:

$

774,220

$1.262,075

$

731,563

Earnings per share (fully diluted):

Income before cumulative

effect

of changes

in accounting

principles

. .. ... . . . . .. .

Cumulative

effects of changes

in

accounting

principles

.. .. ... .. .. .... ... .. .. .. .. .. ... .. .. .. .

$0,43

,

$0,4+

/

$0.72

$0,41

Net income .. .. .. ... .. .. .... ... .. .. .... .. ... .. .. .... .. ... .. .. .

$0.;

$0.L

$0.77
z

~

$0,;

FISC;AL YEAR 1994:

Total

interest

income

. .. . . . . . . .. . . . . . .. ... . . . . ..

Total

interest expense .. .. .. . . . . .. .. ... .

.

.. . . . ...

Net interest

income

.. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. ... .. ..

Pro\.ision forloan

losses . .. .. .. .. ... .. .. .. .. ... .. .. .. .. ... ..

Income before cumulative

effect

$2,741,732

1,355:277

1,386,455

—

$2,894,417
1,211,200

1,683.217

255000

$4:506,061
2,169,440

2.336.621

—1

of changes

in accounting

principles

...,...,,.,,,.,..

382.994

601,972

844,?65

(cumulative

effects of changes

in

accounting

principles

.. .. .. ... .. .. .. .. .. ... .. .. .. .. ... . ... .

257,163

—

—

$5,010,481

2,546:57?

2,463.904

80,000

642,017

,

Netirlcome

.. .. .. .. .. ... .. .. .. .. ... .. .. .. .... ... .. .. .. .. ... .. .

S

640,157,

S

601,972

$

844.765

;

$

642,017

!

q
FISCAL YEAR 1993:

Total

interest

income

. . . . . .. ... .. . . . . ... .. . . . ...

$3,159,406

$2,930,886

$2,836,864

Total

titerest

e~ense

.,.,...,

. .. .. ... .. .. .. .. .. .. .. ... .. .. ..

Nettiterest

ticome

.. ... . ... .. .. .. .. .. ... . ... .. .. .... .. ... .. ..

Provision forlorn

losses . .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. .. .

Income before extraordinary

items..,...,......,.,.,.,

Extiaorti~

item . .. ... .. .. .. .... .. .. ... .. ... . .. .. .. ... .. .. .

1,878,482

1,280,924

50,000

278,581

—

1,728,919

1,201,967

150,000

563,547

(284,611)

1,458,187

1,378,677

25,000

453,882

d

J

~

$2,658,764~

1,443,680

1,215,084

‘

~

—

341,109

Netticome

... .. .. .. .. .. .. ... .. .. .. .... .. ... .. .. .. .. .. .. ... .. .

$

278,581

$

278,936

$

453,8;

$

341,1ti

21.

FAIR VALUE OF FINANCIAL

INSTRUMENTS

Statement

of Financial Accounting

Standards No. 107, Disclosures About Fair l’alue

of Financial

Instruments,

requires

that the Company

disclose

estimated fair value amounts

of its financial

instruments.

It is managements

belief

that the fair

values presented below are reasonable

based on the valuation techniques

and data available

to the Company

as of

September

30, 1995 and 1994, as more fu~y described below.

It should be noted that the operations

of the Company

are

managed from a going concern basis and not a liquidation

basis. As a result,

the ultimate value reahzed for the financial

instruments

presented cotid be substantially

different when actually recognized

over time through the normal

course of

operations.
value. Neither of these components

Additionally,

a substantial

have been given consideration

in the presentation

capitalization
of fair values below.

portion of the Comp any’s inherent value is the Bank’s

and franchise

The following

presents the carrying value and fair value of the assets and liabilities held by the Company

at September

30,

1995 and 1994,

Tks

information

is presented solely for compliance with SFAS No, 107 and is subject

to change over time

based on a varie~ of factors.

C;ay::g

1995

Approximate
Fair
Value

Cy-r:g

1994

Approximate
Fair
Value

SELECTED ASSETS:

Cash (including

short-term investments),.,.

.

$4,615,712

$4,615,712

$ 6,430,235

$6,430,235

Securities available-for-sale

.. .. ... .. .. .. .. .. .. . .. .. .. .. .. .

Mortgage-backed

securities available-for-sale

,.,

48,829,103

21,402,989

48,829,103

21,402,989

Securities held-to-maturi~

.,...,.,..,.,.,.,.,.,.,,..,,.,.,

Mortgage-backed

securities held-to-maturity

—
—

—

13,221,136

23,957:527

18,000,000
47,917,370

13,221,136

23,957,527

17,810,000
47,167,799

Loans

receivable,

net

. . . . . .. . .

. ... .. ... . . . . . ..

178,551,501

181,147,759

155,496,739

151,968,998

Federal Home Loan

Bank stock .. .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. .. .. .. .. .. ... .. ..

SELECTED LIABILITIES:

Deposits:

32915,300

/
“)

3,915,300,

31015,500

;

3,015,50Q’

NOW checking

accounts,

. .. .. ... .. .. .. .. .. ... .. .. .. .. .. .

$15,535,519

$15,535,519

$16,270,585

Passbook

accounts

...,.,.,..........,.,.,.,.,........,.,.,,,

klarket

rate savings account

s.. ... .. .. .. .. .. .. ... .. .. .

12,112,476

14,836,337

12,112,476

14,836,337

9,256,724

16,248.089

$16,270,585
9,2~6,72~

16,248,089

Certificates

of deposit

. .. ... .. .. .. .. .. .. . .. .. .. .. .. .. ... .. .

129,308,665

130,292,108

134,391,309

134,376,913

Total deposits .. ... .. .. .. .... .. ... .. .. .. .. .. .. ... .. .. .. .. .. ..

171,792.997

172>776,440

176.166.707

176.152.311

Advances

from Federal Home Loan Bank . . . . ..

Other borrowtigs

. .. .. ... .. .. .... .. .. .. ... .. .. .. .. .. ... .. .. .. ..

51,098.388

1,149.91{

.51,123, +67

60;308,065

60.382,944

l,14?,622~

909,918

898,842

OFF-BAL.KNCE

SHEET INSTRLN~NTS:

Commitments

. ... .. .. .. .... .. .. .. ... .. .. .. .. ... .. .. .. . .. .. .. .. .

S 6.839,000

$ 6,839,000

$ 1,060,000

$ 1,060,000

[43]

The foHowing sets f~
financial
Company’s

he m;thods and tisumptions used in determiningg the fair vrdue estimates for the

irtsments

at Septetii

30,1995

and 1994.

Cash and Shor& Term Investments - The book value

Bank’s

long-term relationships with its deposit

custome~s

of cash and short-term investment

is assumed to approxi-

(core value of deposits

intangible)

since such intangible

is

mate the fair value of such assets.

not a financial

instrument

as defined under SFAS No. 107.

Securities - Quoted market prices or dealer qnotes were

Aduances from Federal Home Loan Bank - The fair

used to determine

the fair value of securities available-for-

value of such advances was estimated by discounting

the

“

sale and held-to-maturity,

Mortgage-Backed Securities - For mortgage-backed
securities available-for-sale and held-for-maturity,
the
Bank has utilized quotes for similar or identical securities in
an actively maded market, where such a market exists, or
has obtained quotes from independent security brokers to
determine the fair value of such assets.

expected future cash flows using current

interest rates as of

September

30, 1995 and 1994,

for advances with similar

terms and remaining maturities.

Securities Sold Under Agreements

to Repurchase -

The fair value of securities

sold under agreements

to repur-

chase was estimated by discounting

the expected future

cash flows using derived interest rates approximating mar-

ket over the contractual maturity of such borrowings.

Loans Receivable - The fair value of loans receivable was
estimated by discotmting the future cash flows using the
current rates at which similar loans would be made to bor-

Commitments

- The commitments

to originate and pur-

chase loans have terms that are consistent with current

rowers with similar

credit ratings and for similar remaining

market

terms, Accordingly,

the Bank estimates

that the

maturities. When using the discounting method to deter-

face amounts

of these commitments

approximates

amor-

mine fair value,

loans were gathered by homogeneous

tized cost,

groups with similar terms and conditions

and discount~at

a target rate at which similar loans wodd

be made to bor-

Limitations

- It must be noted that fair value estimates

rowers as of September

30, 1995 and 1994.

The fair value

are made at a specific point

in time, based on relevant mar-

of bans held for sale is determined

by outstanding

pmmit-

ket information

about

the financial

instrument.

Addition-

ments from investments

or current

investor yield require-

ally, fair value estimates are based on existing on- and off-

ments calculated

on an aggregate

loan basis,

In addition,

balance

sheet financial

instruments without attempting

to

wh~

computing

the estimated fair value for all loans,

estimate the value of anticipated

future business,

customer

allowances

for loan losses have been subtracted

from the

relationships

and the value of assets and liabilities

that are

calculated

fair value for consideration

of credit

issues,

not considered

financial

instruments.

These estimates do

not reflect any premium or discount

that could result from

Federal Home Loan Bank Stock - The fair value of

offering the Company’s

entire holdings

of a particular

such stock approximates

book value since the Bank is able

financial

instrument

for sale at one time. Furthermore,

to redeem this stock with the Federal Home Loan Bank at

since no market exists for certain of the Company’s

finan-

par value.

cial

instruments,

fair value estimates may be based on judg-

ments regarding

future expected loss experience,

current

Deposits

- The fair value of savings deposits were deter-

economic

conditions,

risk characteristics

of various

financial

mined as follows:

(i) for passbook

accounts, market

rate

instruments,

and other factors.

These estimates are subjec-

savings accounts

and NOW checking

accounts,

since such

tive in nature and involve uncertainties

and matters of sig-

deposits are immediately withdrawable,

fair value is deter-

nificant

judgment

and therefore

cannot be determined with

mined to approximate

the carrying value (the amount

a high level of precision.

Changes

in assumptions

as well as

payable

on demand);

(ii)

for certificates

of deposit,

the fair

tax considerations

could significantly

affect

the estimates.

value has been estimated by discounting

expected future

Accordingly,

based on the limitations

described

above,

the

cash flows by the current

rates offered on certificates

of

aggregate

fair value estimates are not intended to represent

deposit with similar remaining maturities.

In accordance

the underlying

value of the Company.

on either a going

with SFAS No. 107, no value has been assigned to the

concern or a liquidation

basis,

RECENT

ACCOUNTING

22.
Accounting bj- Creditors for Impairment of a Loan -
In hlay 1993. theFinancial Accounting
(FASB)

issued SFAS No. 114. Accounting

Standards Board

STATEMENTS

by Crrditorsfor

ized as well as collateralized,

except

large groups of smaller-

balance homogeneous

loans that are collectively

evaluated

for impairment,

loans that are measured at fair value or at

Impairrrrrnt

ofu Loan.

SFA6 N{). 114, as amended by

the lower of cost or fair value,

leases, and debt securities as

SFAS No, 118. Accounting

by Creditors

for

Irnptsirnzent

of a

defined in SFAS No. 115, Accoarltingfor

(Uertain

Loan

- Into/ne Recognition

and Disclosure

in October

1994,

Inl,estrnents

in Debt and Equit}-

Securities.

SFAS No. 114

is applicable

to all creditors and to all loans, uncollateral

-

aPPlies to all loaIls that are restructured

in a troubled

debt

[44]

restructuring

involving

a modification

of terms. SFAS No.

identifiable

intangibles

and goodwill.

This statement does

114 requires

that impaired assets which are within the

not apply to core deposit

intangibles

or mortgage

and other

scope of this Statement be measured based on the present

servicing rights. The provisions

of this statement

require

value of expected future cash flows discounted

at the loan’s

that long-lived

assets and certain identifiable

intangibles

to

effective

interest rate or, as a practical

expedient,

at the

be held and used should be reviewed for impairment when-

loan’s observable market price or the fair value of the col-

ever events or changes

in circumstances

indicate

that dre

lateral

if the loan is collateral dependent.

carrying amount of an asset may not be recoverable.

In

performing

the review of recoverability,

the provisions

of

SFAS No. 114 amends SFAS No. 5, Accounting for

SFAS No. 121 require tie estimation of the expected future

Contirsgerrcie~,

to clarify that a creditor

shotdd evaluate the

cash flows (undiscounted

and without

interest charges)

to

collectibili~

of both contractual

interest and contractual

result from the use of the asset and its eventuaf disposition

principal

of all receivables when assessing dre need for a

with an impairment

loss recognized

if the sum of such cash

loss accrual.

This Statement also amends SFAS No. 15,

flows is less than the carrying amount

of the asset. SFAS

.4ccounting by Debtors and Creditors for Troubled Debt

No. 121 is effective for fiscal years beginning

after

Re~tructurirrgs, to reqtiie

a creditor

to measure all loans

December

15, 1995,

or effective as of October

1, 1996,

for

that are restructured

in a troubled debt restructming

the Company. Management

of the Company has not deter-

involving

a modification

of terms in accordance with this

m’med the time period in which to implement

the provisions

Statement,

of SFAS No. 121 and does not believe such adoption of

SFAS No, 121 will have a material

effect on the Company’s

SFAS No. 114 and SFAS No. 118 applies to financial

state-

financial position or results of operations.

ments for fiscal years begiming

after December

15, 1994.

The Company

does not believe the effect of these statements

Accounting for Mortgage Seruicing Rights - In Mav

will have a significant

impact

on its financial

statements.

1995,

the FASB issued Statement

of Financial Accounting

Disclosure of Certain Significant Risk? and
Uncertainties - In December

the Accounting

1994,

Standards No. 122 (SFAS No, 122) entitled Accountingfor

,Mortgage Servicing Rights, SFAS No. 122 amends SFAS

No, 65, Accounting for Certain Mortgage Banking

Standards Executive Committee

issued Statement

of

Operations by eliminating

the distinction in accounting

for

Position 94-6 (SOP 94-6)

entitled Disclosure of Certain

mortgage

servicing rights depending

on whether

the loan

SignE~cant Risks and ~~rtcertuinties. The disclosures

was originated by the semricer or purchased.

SFAS No, 122

required by SOP 94-6 focus primarily

on risks and uncer-

requires mortgage

servicers

that sell or securitize

loans and

tainties that could significantly

affect

the amounts

reported

retain the servicing rights to allocate the total cost of the

m the financial

statements

in the near term or the near-

loans to the servicing rights and loans based on their fair

term functioning

of the reporting

enti~.

The risks and

value if practicable

to estimate.

If not practicable,

the cost

uncertainties

this SOP deals with result from the nature of

of acquiring

the 1oans should be allorated to the mortgage

the entity’s operations,

from the necessary use of estimates

loans only. Purchased mortgage

semticing rights are mort-

in the preparation

of the entity’s

financial

statements,

and

gage servicing rights that have been purchased

from other

from significant

concentrations

in certain aspects of the

parties. Originated mortgage

servicing rights generally rep-

entity’s operations.

This disclosure

requirements

of the

resent the mortgage

semicing

rights acquired when an insti-

SOP in many circumstances

arp similar to or overlap the

tution originates and subsequently

sell mortgage

loans but

disclosure

requirements

in certain pronouncements

of the

retains the servicing rights. Currentl~,

only purchased

F.4S13 and the Securities and Exchange Commission.

The

mortgage

servicing rights are capitalized

as assets.

provisions

of SOP 94-6 are effective for fiscal years ending

EIowever, upon implementation

of SFAS .No. 122. origi-

after December

5, 1995. or effective as of October

1, 199.5.

nated mortgage

servicing rights must be capitalized

as

for the Company,

and for financial

statements

for interim

assets on a prospective

basis.

In addition, SFAS No. 122

periods

in fiscal

!-ears subsequent

to the year for w-hich the

requires all capitalized mortgage

servicing rights, both orig-

SOP is first applied.

Since this statement

requires only dis-

inated and purchased

to be evaluated for impairment

closures,

in most cases, having already been met by compli-

based on their fair values,

ance with other authoritative

pronouncements,

the provi-

SFAS No. 122 is effectivp for fiscal years beginning

after

sions of SOP 9+-6 will not affect

the Con

nancial

December

15, 1995.

or effective as of October

1.1996

for

pt)sition or results of operations.

Accounting for the Impairment of I
.~s;sets - In }Iarcb

the 1’inancial

1995.

S( andards Board (FAS13) issue(l Statenl,

Accoun~ing Standards No. 121 (SFAS i’

the Company, with earlier application

encouraged

and

retroactive

resi alemenl prohibited. The eft”ec[ of SF.kS No.

122 is dependent,

among other items, upon the volume and

type of loans originated,

the general

levels of market

inter-

est rates and the rate of estimated loan prcpa~rneuts.

Management

of the Company

is currently reviewing

the

‘ed

ng

ancia]

?utitled

..lc..rol~rtting for

th~ Irrlpairrrtent

tsf Lrsng-L ired .Asset~ artdfor

prol-isious

of this statement

to determine

its ilrllJltlllerltatit]rl

Lortg-Lire(/

A.s.sets to be Disposed

Ofi SF.4S No. 121 estab-

date and has not as of this date (Irtermiuerl

(he effect of

lishes accounting

standards

for the rerogniiiou

and mea-

such impletnentalior~.

suuemeu{ oi the impairment

of loug-lived

assets, certain

[45]

.

Accounting for Stock-Based Compensation - In

by Accounting

Principles Bu~etin Opinion No, 25. Entities

October

1995,

the FASB issued SFAS No. 123 entitled

electing to remain with the accounting

in Opinion 25 must

Accounting for Stock-Based Compensation. SFAS No. 123

make pro forma disclosures

of net income and,

if presented,

establishes

financial

accounting

and reporting

standards

for

earnings per share, as if the fair value based method of

stock-based

employee

compensation

plans. Those plans

accounting

defined in SFAS No. 123 had been applied,

include all arrangements

by which employees

receive shares

The accounting

requirements

of SFAS No. 123 are effec-

of stock or other equity instruments

of the employer

or the

tive for transactions

entered into in fiscal years that begin

employer

incurs liabilities

to employees

in amounts based

after December

15, 1995 while the disclosure

requirements

on the price of the employer’s

stock including

stock pur-

are effective

for financial

statements

for fiscal years begin-

chase plans, stock options and restricted stock, The

Statement defines a fair value based method of accounting

ning after December 15, 1995. Pro forma disclosures
required for entities that elect to continue

to measure com-

for an employee

stock option or similar equity instrument

pensation cost using Opinion No. 25 must include the

and encourages

all entities to adopt

that method of account-

effects of all awards granted in fiscal years that begin after

ing for all of their employee

stock compensation

plans.

December

15, 1994. Management

of the Company

is cur-

However,

the Statement also allow-s an entity to continue

to

rently reviewing the provisions

of this statement

to deter-

measure compensation

cost for those plans using the intrin-

mine the effect of implementation.

sic value based method of accounting

presently prescribed

RodneyG.
Muilenburg
Dairl- Specialist.
Siollx (Jity
Division

l’~lril]a
l’Iills.
S~orlll Lake.

Inc.

Iolva

for

Board

Steven P. Myers
Tire (:llairlrlan
Ofthe
ancl Senior \;ice
Prrsidcnt
First Nlidw-est
Finantial.
and Senior \Tice
President
for
t;irsl Federal
Sa~-ings Bank of
the \lidwest

Inr,,

E.Wayne Cooley
Exe(’llti\e

Secretary

J. Tyler Haahr

Partner

in the

Law Firnl

of

Iow-a Cirls- High

Lrwis

and Rota

School

.Atldetic

[nion
IIes Nloincs,

Iowa

IJ.IJ.P,
Phoenix, Arizona

E.ThurmanGaskill

Ow-nt’r

(Jrain Farnling

operation

(jor\\-ith,

Iow-a

James S. Haahr

of the
(lhairrnan
Board. President
af]d (;E()
for
First Nlidwest
Finail( ial.
and
First Federal
Sa~~ings Bank of
tile l’Iidwest

Inr.,

[+7]

.

From left to right:

I.[]ri(

1.

\\

illll,(ttl(L

IJIIII,II(I

,1. \\

i!l(ll(,ll

Irlll

\.

il(,

\(ll

-

h]i. {i

[.

l’11~

sl(, \lll

[’. \l\(,l.

.I;LIII(. >.

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E.XEC;~JTIK7E

OFFI(;ERS

[+5]

—

ADDITION.~LFl~srrFRD~R.~LSAJTINCSBANK
OFFICERSiINDM.AYAC~JT~NT

Main Bank Office — Storm Lake,

Iowa

Barbara A. Kestel
Lxectltive Secretar}-

Dan B. Berglund
Assistarlt Secreti~l?

Brad A. Lenhart

\ssistallt
(;ontr’ollt;r

Treasurer &

Nyla Bertram

,f~ssistant Secrt, Lar~-
Savings

Other Bank Offices

Linda L. Groth
:Issistani Secretary-
,4ccotlnt Ser~ices

Cindy J. Pudenz
Relireruelli Plans
.4c11nirlistrator

Vicki D. Page
)icc;oul~r Semi[;cs

Supervisor

Carol A. Pierce
Regio[la I l’i(e Prcsi(lel]t
la~lrells off’i(’c

Virginia M. Thayer

Bran(l)

h~ana:er

oclcl)olt

office

Deb Baker
offic:e Sul]ervi$or
Storul

l.alie Plaza Office

Marlene M. Nimke
offi[:e Supervisor
Nlanson of’fi(;e

Karen Wailer

Regions

1 Jice Prt>,si(ient

Jlallson O[lice

Marilyn C, Wlnkel
13ran[;ll N1ana:er
Sac Citl O(fire

Laureen L. Snyder
Brau(}l Nianaper
1,ake View- office

Renae Babcock
offite S~lpervisor
ociebolt

offi(e

Kate Ellis
office SuperTi.sor

I.atlrells

Office

Charlene M. Kilbride
office S(lpervisor
( :itl- office
Sa(

Brookings Division

James C.Wlnterboer
Presiclellt
Brookiugs

l~ecleral

Robert L. Brooks

I;i(:e Prchiclcllt/
Set)ior
Br-ookiugs Fc(leral

lJOatI offi(-er

Jay M, Johnson
Issistant Vice Presiciftnt
Brookillgs Fccleral

John D. Heylens
loan offi[’er
Brookiugs Fe{ieral

Steve C. Almos
.Lssistant Vice Presi[letlt
:Igriclllttlral
I,otins
Brookings Fe(lt’ral

Cheryl A. Engel

(l~lsto~llf’r Service

Supervisor
Brookings Fecieral

Susan E. Schutt
Director of N1arketirlg
& Sales
Brookings

lJcclcral

[+9]

CORPORATEINFORMATION

Corporate Headquatiers
Financial,
First Midwest

First Federal Building

IIIC..

Fifth at Erie

P.O. Box 1307

Storm Lake,

Iom7a 50588

Annual Meeting of Stockholders
The Annual Meeting of Stockholders will convene at
1 p.m. on Tuesday-, Janua~ 23, 1996. The meeting will
be held in the Board Room of First Federal Savings Bank
of the Midwest, Fifth at Erie, Storm Lake,
low’a. Further
information
=ith regard to this meei ing can be found in
the proxy statement.

General Counsel
Mack. Hansen. Gadd, Armstrong
& Schiller, P. C,
316 P;ast Sixth Street
Storm Lake.

Iowa 50588

Special Counsel
Silver, Freedman & Taff
1100 Neti
}’ork Avenue NVi
w~ashington. DC 20005-393+

STOCKMARKET INFORMATION

Independent Auditors
Deloitte & Touche 1.1P
2000 First A“ational Cellter
Omaha., Nebraska

68012

desiring to change the name, address or

Stockholder Services and Investor Relations
Stockholders
ownership of stock, to rcpor-t lost certificates
consolidate
transfer agent:

should contact

accounts

or to

the colporatiorl-s

Registrar & Transfer Company
10 Commerce Drive
Crallford, New Jersey 07016
1-800-368-.5948

investors and others seeking a copy

Analysts,
of the Form 10-K or other public
should contact:

fi nauc,i al infolmlation

- Attention: Kristi L. Fre~-,

l~inancial, Inc.,

In~cstor Relations
First Midwest
First Frdcral Building.
P,(), Box 1307.
Storm Lake.
Telephone

712-732-4117

Io~va 50.588

fiifth at Erie.

First Midwest Financial.

Inc. “s common

using the cornrnon stock symbol
for our stock under

the abbreviation

‘-CASH-7.

stock is traded through the A-asdaq A-al ional Market Slsteru
informai

The 1~’all Street Journal p ~lblishes daily trading

ion

‘LFst\fidmFnl”’

in the Natiolla]

l’larket Listin~,

199+
p:ji(’nd

1995
~)~iend

Fiscal Year 199+

Fiscal Y-ear 1995

Low

High

Low

High

First quarter

. .

Second

quarter

. .

.

. N/A

. N/A

Third

quarter

. . . . . . . . . . . . . . . . N/A

l;ourth

quarter

.,,,,...,,,.,.

N/,1

$,075

$.()?5

$,075
$,o~~

$1+,25

S1:3,25

SI:3,00

S1+,2S

$17.()()

$15.75

$15.00

$16.50

S1+,25

S1+,25

S1+,25

S17,38

S16,00

s16,25

S17, F50

S21,75

As of September

30,

1995.

thrre were

1,7?4,025

shares

of common

stock

outstanding

which were held by

3+6 stockholders

of record.

and 176.09+

shares

subject

to outstanding

options.

‘rhe

stockholders

of record

munber

doeh not reflect

the persoui

or entities who hold [heir stock in nominee

or ‘“’street’” nalne,

As or September
First MirlIvcst Financial.

:30.1 ‘)95.

Inc.. stock:

the follo~ving srct~rities

firnls illdical etf They were actiIlg as markel makers

for

Iierzog. Heine, Geduld,

Inc.

John C. Kinuard & Co.
Keruper Securities Group Inc.
Mayer & Schweitzer

Inc.

Inc.

Piper Jaffl-a\ Companies
Rolbert \V. Baird & Co.l Inc.

ln[-.

Sterue. Agee & Leach
IIo~~re,Barnes & Johnsont

Inc.

[.5oj