Exhibit 99(1)
Press Release FOR IMMEDIATE RELEASE
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Contact: David G. Wihebrink
Phone: (574) 722-3855
LOGANSPORT FINANCIAL CORP. ANNOUNCES
AGREEMENT TO REPURCHASE COMMON STOCK
Logansport, Indiana - (October 3, 2002) Logansport Financial Corp. (the
"Corporation") (Nasdaq Small Cap Market: LOGN), an Indiana corporation which is
the holding company for Logansport Savings Bank, FSB (the "Bank") based in
Logansport, Indiana, announced today that it has entered into an agreement to
acquire from two of its shareholders 73,000 shares of the Corporation's common
stock in a privately negotiated transaction for $17.25 per share. The Roosevelt
Group, L.L.C., a Missouri limited liability company ("Roosevelt") has agreed to
sell its 36,500 shares to the Corporation and Bradshaw Capital Management,
L.L.C., a North Carolina limited liability company ("Bradshaw") has agreed to
sell its 36,500 shares to the Corporation. These shares represent 8% of the
Corporation's outstanding shares. Following the repurchase, the Corporation will
have 848,958 shares outstanding.
Roosevelt, Bradshaw and Stanley J. Bradshaw, sole member of Bradshaw and
Chairman of Roosevelt, had filed a Schedule 13D with respect to their beneficial
ownership of the Corporation's shares. Those shareholders indicated in their
filing that they believed the Corporation should more aggressively repurchase
its outstanding shares in an effort to improve book value per share, earnings
per share and return on equity. They also reported discussions with the
Corporation's management concerning a desire to increase their ownership
interest in the Corporation above 10% and an interest in having representation
on the Corporation's Board of Directors. Mr. Bradshaw had also filed an
application with the Office of Thrift Supervision seeking permission to acquire
up to 24.9% of the Corporation's outstanding shares.
Pursuant to the agreement reached today, all of the shares owned by
Bradshaw, Roosevelt and Mr. Bradshaw are to be purchased by the Corporation. The
shares will be acquired for an aggregate price of $1,259,250. To make this
purchase, the Corporation intends to borrow approximately $800,000 pursuant to
an existing line of credit, which borrowing will be secured by a pledge of the
shares of the Bank. The Corporation anticipates closing the stock repurchase on
October 4, 2002. The Bank will remain well-capitalized following the
transaction.
The Corporation's Board of Directors unanimously approved this stock
repurchase, concluding that it is in the best interests of the Corporation and
its shareholders. The Corporation has authorized several stock repurchase
programs since the Bank's conversion to stock form in 1995. This private
purchase of shares is a continuation of that program and has similar goals. The
Board believes that the repurchase has the potential for increasing the
Corporation's net income per share and return on equity, although it will
decrease temporarily the Corporation's book value per share, which at June 30,
2002 was $17.19 per share. The price to be paid for the shares is lower than
prices the Corporation has paid for shares it has repurchased through its
repurchase program and is at a price based on recent market prices for the
Corporation's shares.
The stock purchase will also eliminate a large concentration of stock
ownership and voting power that presently resides in two shareholders that has
caused a degree of uncertainty concerning the Corporation's future direction and
management. Bradshaw, Roosevelt and Mr. Bradshaw have agreed not to purchase any
shares of the Corporation or take any actions influencing the management or
direction of the Corporation for seven years following the closing. Mr. Bradshaw
has also agreed to withdraw his Office of Thrift Supervision application.
"The opportunity to purchase a significant amount of outstanding shares at
what we consider to be a very attractive price was an opportunity too good to
refuse," stated David G. Wihebrink, President of the Corporation.
Certain information in this press release may constitute forward-looking
information that involves risks and uncertainties that could cause actual
results to differ materially from those estimated. Persons are cautioned that
such forward-looking statements are not guarantees of future performance and are
subject to various factors which could cause actual results to differ materially
from those estimated. These factors include, but are not limited to, changes in
general economic and market conditions, legislative and regulatory changes,
monetary and fiscal policies of the federal government, demand for loan and
deposit products and the development of an interest rate environment that
adversely affects the interest rate spread or other income from the
Corporation's investments and operations.
Logansport Financial Corp. and Logansport Savings Bank, FSB, an
FDIC-insured federal stock savings bank, operate from headquarters in
Logansport, Indiana.