WVS FINANCIAL CORP. CORPORATE INFORMATION - -------------------------------------------------------------------------------- CORPORATE OFFICES WVS FINANCIAL CORP. o WEST VIEW SAVINGS BANK 9001 Perry Highway Pittsburgh, PA 15237 412-364-1911 COMMON STOCK BOARD OF DIRECTORS The common stock of WVS Financial Corp. is traded on The Nasdaq Global MarketSM David L. Aeberli under the symbol "WVFC". Funeral Director McDonald-Aeberli Funeral Home, Inc. TRANSFER AGENT & REGISTRAR Registrar and Transfer Company David J. Bursic 10 Commerce Drive President and Chief Executive Officer Cranford, NJ 07016 WVS Financial Corp. and 1-800-368-5948 West View Savings Bank CORPORATE SECRETARY AND John W. Grace INVESTOR RELATIONS President Pamela M. Tracy G & R Investment Consultants, Inc. 412-364-1911 Donald E. Hook Chairman SPECIAL COUNSEL Pittsburgh Cut Flower Co. Elias, Matz, Tiernan & Herrick L.L.P. Washington, DC Lawrence M. Lehman Sole Proprietor Newton-Lehman Insurance Agency WEST VIEW SAVINGS BANK 9001 Perry Highway Margaret VonDerau Pittsburgh, PA 15237 Former Senior Vice President 412-364-1911 and Corporate Secretary WVS Financial Corp. and WEST VIEW OFFICE West View Savings Bank 456 Perry Highway 412-931-2171 EXECUTIVE OFFICERS CRANBERRY OFFICE 20531 Perry Highway Donald E. Hook 412-931-6080/724-776-3480 Chairman FRANKLIN PARK OFFICE David J. Bursic 2566 Brandt School Road President and 724-935-7100 Chief Executive Officer BELLEVUE OFFICE Jonathan D. Hoover 572 Lincoln Avenue Senior Vice President 412-761-5595 Bernard P. Lefke SHERWOOD OAKS OFFICE Vice President of Savings Serving Sherwood Oaks Cranberry Twp. Keith A. Simpson Vice President, Treasurer and LENDING DIVISION Chief Accounting Officer 2566 Brandt School Road 724-935-7400 The members of the Board of Directors serve in that capacity for both the Company and the Savings Bank. TABLE OF CONTENTS Page Number ------ Stockholders' Letter 1 Selected Financial and Other Data 3 Management's Discussion and Analysis 5 Report of Independent Registered Public Accounting Firm 19 Consolidated Balance Sheet 20 Consolidated Statement of Income 21 Consolidated Statement of Changes in Stockholders' Equity 22 Consolidated Statement of Cash Flows 23 Notes to the Consolidated Financial Statements 24 Common Stock Market Price and Dividend Information 52 To Our Stockholders: Fiscal 2008 was another year of growth for WVS Financial Corp. Net income for fiscal 2008 increased to $3.8 million. Book value, and return on equity, totaled $14.44 per share and 12.03%. We are pleased to report that net income, book value and return on equity have grown steadily over the past five fiscal years. Our financial results continue to receive national acclaim. In the May 2008 issue of SNL Thrift Investor magazine our Company was ranked #1 in the --- ------ -------- nation among the 104 smallest thrifts by asset size ($93 million - $630 million) in terms of financial performance. We wish to thank all of our stakeholders - stockholders, customers, Board members, employees and business partners - for helping us achieve this milestone. Fiscal 2008 was also a year of celebration. In January 2008 we began to celebrate the 100th Anniversary of the founding of West View Savings Bank. As part of our 100th Anniversary celebration, the Bank offered a variety of in-branch promotions, special pricing on various product offerings and began to publish a monthly newsletter. Our customers have responded well to these initiatives. The financial markets have been in considerable stress almost since the beginning of fiscal 2008. Housing remains at the center of the Federal Reserve's concerns about growth and financial stability. The Fed has pushed the Federal Funds target rate down 3.25 percentage points in the past fiscal year in an effort to cushion the blows of a weak housing market, the distressed financial markets, a weak national economy and rising levels of unemployment. Government officials expect economic activity to weaken in the second half of calendar year 2008 and only recover slowly next year. Financial stocks have experienced an unprecedented downward spiral. While our stock has performed well and maintained its value, most financial stocks have experienced large declines in earning and stock prices. In early September 2008, the U.S. government decided to put both the Federal National Mortgage Association (Fannie Mae) and the Federal Home Loan Mortgage Corporation (Freddie Mac) into conservatorship. So far this calendar year, there 1 have been 11 failures of FDIC insured banks. Most of the problem can be traced to either poor loan underwriting, inadequate loan collateral or lending in unfamiliar markets. We would like you to know that our Board of Directors sees each loan that is approved and that our employees work hard each day to make sure that your hard-earned money is safe at West View Savings Bank. The Company remains committed to its Capital Management Strategy. The Capital Management Strategy seeks to maximize stockholder value through a combination of attractive cash dividends and repurchases of common stock. Our dividend yield of approximately 4% compares very favorably to short-term money market yields. Through fiscal year end 2008, the Company has repurchased over 41% of its outstanding shares and in this process has returned over $24 million to stockholders. We believe that investment in our stock is a good value. In August 2008, the Company's Board of Directors authorized the repurchase of an additional 40,000 shares as part of our Ninth Stock Repurchase Program. At the Board level, we would like to welcome John W. Grace who was elected as a Director in October 2007. John brings over 39 years of bank investment and financial management expertise to our Company. The Board would also like to recognize and thank our current Board Chairman, Donald E. Hook, for over 22 years of self-less service to the Company and the Bank. Don will retire from the Board after this year's annual meeting and has offered to continue to help us in any way that he can. We thank you for your investment in the Company and for your faith and trust in West View Savings Bank. /S/ DAVID J. BURSIC /S/ DONALD E. HOOK /S/ DAVID L. AEBERLI DAVID J. BURSIC DONALD E. HOOK DAVID L. AEBERLI President and Chairman of the Board Vice Chairman of the Board Chief Executive Officer 2 FIVE YEAR SUMMARY OF SELECTED CONSOLIDATED FINANCIAL AND OTHER DATA As of or For the Year Ended June 30, 2008 2007 2006 2005 2004 ----------- ----------- ----------- ----------- ----------- (Dollars in Thousands, except per share data) Selected Financial Data: Total assets $ 423,109 $ 408,076 $ 421,742 $ 421,044 $ 433,624 Net loans receivable 56,477 60,350 55,702 60,151 67,968 Mortgage-backed securities 215,905 121,517 155,753 162,151 75,590 Investment securities 128,537 211,597 196,421 183,066 273,589 Savings deposit accounts 149,218 158,364 150,701 163,589 159,318 FHLB advances 135,579 130,579 161,729 155,036 149,736 Other short-term borrowings 100,600 82,950 76,048 69,680 91,639 Stockholders' equity 32,148 31,293 29,418 29,201 29,199 Non-performing assets, troubled debt restructurings and potential 1,924 1,574 1,695 2,171 2,171 problem loans(2) Selected Operating Data: Interest income $ 23,681 $ 24,310 $ 22,248 $ 17,874 $ 16,006 Interest expense 15,143 15,985 15,460 11,844 10,987 ----------- ----------- ----------- ----------- ----------- Net interest income 8,538 8,325 6,788 6,030 5,019 Provision for (Recovery of) loan losses (123) 13 (161) (46) (794) ----------- ----------- ----------- ----------- ----------- Net interest income after provision for (recovery of) loan losses 8,661 8,312 6,949 6,076 5,813 Non-interest income 597 626 705 992 715 Non-interest expense 3,636 3,529 3,521 3,532 3,607 ----------- ----------- ----------- ----------- ----------- Income before income tax expense 5,622 5,409 4,133 3,536 2,921 Income tax expense 1,850 1,763 1,287 627 619 ----------- ----------- ----------- ----------- ----------- Net income $ 3,772 $ 3,646 $ 2,846 $ 2,909 $ 2,302 =========== =========== =========== =========== =========== Per Share Information: Basic earnings $ 1.67 $ 1.57 $ 1.21 $ 1.20 $ 0.91 Diluted earnings $ 1.67 $ 1.57 $ 1.21 $ 1.19 $ 0.90 Dividends per share $ 0.64 $ 0.64 $ 0.64 $ 0.64 $ 0.64 Dividend payout ratio 38.32% 46.76% 46.76% 53.33% 52.89% Book value per share at period end $ 14.44 $ 13.49 $ 12.60 $ 12.20 $ 11.84 Average shares outstanding: Basic 2,252,604 2,319,928 2,357,217 2,432,267 2,535,796 Diluted 2,252,906 2,321,536 2,359,996 2,437,647 2,544,404 3 As of or For the Year Ended June 30, 2008 2007 2006 2005 2004 ------ ------ ------ ------ ------ Selected Operating Ratios(1): Average yield earned on interest- earning assets(3) 5.72% 6.15% 5.29% 4.61% 4.28% Average rate paid on interest- bearing liabilities 4.06 4.46 4.01 3.27 3.13 Average interest rate spread(4) 1.66 1.69 1.28 1.34 1.14 Net interest margin(4) 2.10 2.14 1.67 1.68 1.48 Ratio of interest-earning assets to interest-bearing liabilities 112.02 111.53 110.48 111.45 111.76 Non-interest expense as a percent of average assets 0.86 0.87 0.82 0.87 0.91 Return on average assets 0.89 0.90 0.66 0.71 0.58 Return on average equity 12.03 12.14 9.87 10.03 7.64 Ratio of average equity to average assets 7.43 7.43 6.70 7.10 7.60 Full-service offices at end of period 5 5 5 5 5 Asset Quality Ratios(1): Non-performing and potential problem loans and troubled debt restructurings as a percent of net total loans(2) 3.41% 2.60% 3.03% 3.49% 3.19% Non-performing assets as a percent of total assets(2) 0.37 0.30 0.08 0.25 0.19 Non-performing assets, troubled debt restructurings and potential problem loans as a percent of total assets 0.45 0.39 0.40 0.52 0.50 Allowance for loan losses as a percent of total loans receivable 1.66 1.60 1.69 1.83 1.97 Allowance for loan losses as a percent of non-performing loans 60.43 81.89 310.71 113.58 163.48 Charge-offs to average loans receivable outstanding during the period 0.00 0.00 0.01 0.37 0.68 Capital Ratios(1): Tier 1 risk-based capital ratio 21.71% 22.41% 22.12% 20.99% 18.65% Total risk-based capital ratio 22.37 23.15 22.88 21.80 19.62 Tier 1 leverage capital ratio 7.75 8.13 6.78 7.14 6.92 - ---------------- (1) Consolidated asset quality ratios and capital ratios are end of period ratios, except for charge-offs to average net loans. With the exception of end of period ratios, all ratios are based on average monthly balances during the indicated periods. (2) Non-performing assets consist of non-performing loans and real estate owned ("REO"). Non-performing loans consist of non-accrual loans and accruing loans greater than 90 days delinquent, while REO consists of real estate acquired through foreclosure and real estate acquired by acceptance of a deed in lieu of foreclosure. Potential problem loans include loans where management has some doubt as to the ability of the borrower to comply with present loan repayment terms. (3) Interest and yields on tax-exempt loans and securities (tax-exempt for federal income tax purposes) are shown on a fully taxable equivalent basis. (4) Interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities, and net interest margin represents net interest income as a percent of average interest-earning assets. 4 WVS FINANCIAL CORP. AND SUBSIDIARY ---------------------------------- MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FORWARD LOOKING STATEMENTS When used in this Annual Report, or, in future filings by the Company with the Securities and Exchange Commission, in the Company's press releases or other public or shareholder communications, or in oral statements made with the approval of an authorized executive officer, the words or phrases "will likely result", "are expected to", "will continue", "is anticipated", "estimate", "project" or similar expressions are intended to identify "forward looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties including changes in economic conditions in the Company's market area, changes in policies by regulatory agencies, fluctuations in interest rates, demand for loans in the Company's market area and competition that could cause actual results to differ materially from historical earnings and those presently anticipated or projected. The Company wishes to caution readers not to place undue reliance on any such forward looking statements, which speak only as of the date made. The Company wishes to advise readers that the factors listed above could affect the Company's financial performance and could cause the Company's actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions which may be made to forward looking statements to reflect events or circumstances after the date of statements or to reflect the occurrence of anticipated or unanticipated events. GENERAL WVS Financial Corp. ("WVS" or the "Company") is the parent holding company of West View Savings Bank ("West View" or the "Savings Bank"). The Company was organized in July 1993 as a Pennsylvania-chartered unitary bank holding company and acquired 100% of the common stock of the Savings Bank in November 1993. West View Savings Bank is a Pennsylvania-chartered, FDIC-insured stock savings bank conducting business from six offices in the North Hills suburbs of Pittsburgh. The Savings Bank converted from the mutual to the stock form of ownership in November 1993. The Savings Bank had no subsidiaries at June 30, 2008. The operating results of the Company depend primarily upon its net interest income, which is determined by the difference between income on interest-earning assets, principally loans, mortgage-backed securities and investment securities, and interest expense on interest-bearing liabilities, which consist primarily of deposits and borrowings. The Company's net income is also affected by its provision for loan losses, as well as the level of its non-interest income, including loan fees and service charges, and its non-interest expenses, such as compensation and employee benefits, income taxes, deposit insurance and occupancy costs. 5 CHANGES IN FINANCIAL CONDITION Condensed Balance Sheet ----------------------- June 30, Change 2008 2007 Dollars Percentage ---- ---- ------- ---------- (Dollars in Thousands) Cash equivalents $ 1,826 $ 2,675 ($ 849) -31.7% Certificates of deposit 9,398 0 9,398 100.0% Investments (1) 351,373 339,454 11,919 3.5 Net loans receivable 56,477 60,350 (3,873) -6.4 Total assets 423,109 408,076 15,033 3.7 Deposits 150,142 159,377 (9,235) -5.8 Borrowed funds 236,179 213,529 22,650 10.6 Total liabilities 390,961 376,783 14,178 3.8 Stockholders' equity 32,148 31,293 855 2.7 - --------------- (1) Includes Federal Home Loan Bank stock. Cash Equivalents. Cash on hand and interest-earning deposits represent cash equivalents. Cash equivalents decreased $849 thousand or 31.7% to $1.8 million at June 30, 2008 from $2.7 million at June 30, 2007. Changes in cash equivalents are influenced by the timing of customer transaction account deposits, the redeployment of funds into other earning assets such as investments or loans, and the repayment of Company borrowings. Certificates of Deposit. Certificates of deposit increased $9.4 million or 100.0% to $9.4 million at June 30, 2008. As part of our asset liability and liquidity management strategies, the Company purchased FDIC insured certificates of deposit with other financial institutions. Contract terms typically ranged from five to twenty-four months. These purchases were funded primarily from investment portfolio cash flows. Investments. The Company's investment portfolio is primarily comprised of U.S. Government Agency bonds, corporate bonds and commercial paper, FHLB stock and mortgaged-backed securities issued by U.S. Government Agencies and private-issuers. See notes 4 and 5 for additional information. The Company's investment portfolio increased $11.9 million or 3.5% to $351.4 million at June 30, 2008 from $339.5 million at June 30, 2007. Mortgage-backed securities increased $94.4 million or 77.7% to $215.9 million at June 30, 2008. This increase was due primarily to purchases of U.S. Government Agency floating rate mortgage-backed securities, funded by early redemptions of U.S. Government Agency securities and cash repayments of principal on mortgage-backed securities. Investment securities decreased $83.1 million or 36.3% to $128.5 million at June 30, 2008. This decrease was due primarily to early redemptions of callable U.S. Government Agency securities. See "Quantitative and Qualitative Disclosures about Market Risk" beginning on page 13. Net Loans Receivable. Net loans receivable decreased $3.9 million or 6.4% to $56.5 million at June 30, 2008. The decrease in net loans receivable during fiscal 2008 was due to lower loan originations and normal principal repayments. Loan originations were soft in fiscal 2008 due to the weak economic environment, an increase in the inventory of existing houses for sale and fewer construction loan starts. 6 We expect these trends to continue into fiscal 2009. The Savings Bank has continued its partnership with SCORE (Service Corps of Retired Executives) Pittsburgh to better serve new business owners and existing Bank business customers with access to business counseling services. Deposits. Total deposits decreased $9.2 million or 5.8% to $150.1 million at June 30, 2008. Certificates of deposit decreased approximately $9.9 million or 13.4%. Transaction accounts decreased approximately $1.8 million or 5.6%. Savings accounts decreased $912 thousand or 2.8% and money market accounts increased $3.4 million or 17.1%. Borrowed Funds. Borrowed funds include FHLB short and long term advances, Federal Reserve Bank borrowings and short-term broker repurchase agreements. Borrowed funds increased $22.7 million or 10.6% to $236.2 million at June 30, 2008. FHLB long-term advances increased $5.0 million or 3.8% to $135.6 million. FRB short-term borrowings increased $80.6 million or 100.0% to $80.6 million. Other short-term borrowings decreased $63.0 million or 75.9% to $20.0 million. The Company repositioned its borrowing mix as part of its assets/liability management program. Stockholders' Equity. Total stockholders' equity increased $855 thousand or 2.7% to $32.1 million at June 30, 2008. Company earnings of $3.8 million were partially offset by $1.4 million of cash dividends paid on the Company's common stock and $1.8 million for the repurchase of 107,376 shares of the Company's common stock. The Company believes that the repurchase of its common stock represented an attractive investment opportunity and favorably added to secondary market liquidity. Book value per share increased $0.95 or 7.0% to $14.44 at June 30, 2008. RESULTS OF OPERATIONS Condensed Statements of Income ------------------------------ Year Ended Year Ended Year Ended June 30, June 30, June 30, 2008 Change 2007 Change 2006 ---------- ---------- ---------- ---------- ---------- (Dollars in Thousands) Interest income $ 23,681 ($ 629) $ 24,310 $ 2,062 $ 22,248 -2.6% 9.3% Interest expense $ 15,143 ($ 842) $ 15,985 $ 525 $ 15,460 -5.3% 3.4% Net interest income $ 8,538 213 $ 8,325 $ 1,537 $ 6,788 2.6% 22.6% Provision (recovery) for loan $ (123) ($ 136) $ 13 $ 174 ($ 161) losses -$1046.2% 108.1% Non-interest income $ 597 ($ 29) $ 626 ($ 79) $ 705 -4.6% -11.2% Non-interest expense $ 3,636 $ 107 $ 3,529 $ 8 $ 3,521 3.0% 0.2% Income tax expense $ 1,850 $ 87 $ 1,763 $ 476 $ 1,287 4.9% 37.0% Net income $ 3,772 $ 126 $ 3,646 $ 800 $ 2,846 3.5% 28.1% 7 General. WVS reported net income of $3.8 million, $3.6 million and $2.8 million for the fiscal years ended June 30, 2008, 2007 and 2006, respectively. The $126 thousand or 3.5% increase in net income during fiscal 2008 was primarily the result of a $213 thousand increase in net interest income, and a $136 thousand change in provision for loan losses which were partially offset by a $107 thousand increase in non-interest expense, a $87 thousand increase in income tax expense and a $29 thousand decrease in non-interest income. Earnings per share totaled $1.67 (basic and diluted) for fiscal 2008 as compared to $1.57 (basic and diluted) for fiscal 2007. The increase in earnings per share was due to an increase in net income and a reduction in the weighted average number of shares outstanding due to the Company's stock repurchases during fiscal 2008. Average Balances, Net Interest Income and Yields Earned and Rates Paid. The following average balance sheet table sets forth at and for the periods indicated, information on the Company regarding: (1) the total dollar amounts of interest income on interest-earning assets and the resulting average yields; (2) the total dollar amounts of interest expense on interest-bearing liabilities and the resulting average costs; (3) net interest income; (4) interest rate spread; (5) net interest-earning assets (interest-bearing liabilities); (6) the net yield earned on interest-earning assets; and (7) the ratio of total interest-earning assets to total interest-bearing liabilities. For the Years Ended June 30, ------------------------------------------------------------------------------------------- 2008 2007 2006 ----------------------------- ----------------------------- ----------------------------- Average Average Average Average Average Average Balance Interest Yield/Rate Balance Interest Yield/Rate Balance Interest Yield/Rate -------- -------- ---------- -------- -------- ---------- -------- -------- ---------- (Dollars in Thousands) Interest-earning assets: Net loans receivable(1) $ 59,437 $ 4,298 7.23% $ 59,030 $ 4,350 7.37% $ 58,274 $ 4,009 6.88% Mortgage-backed securities 168,124 8,518 5.07 139,683 8,748 6.26 169,844 8,919 5.25 Investments - taxable 169,019 9,861 5.83 183,143 10,276 5.61 177,031 8,292 4.68 Investments - tax-free(2) 8,575 480 8.06 10,359 556 7.67 13,276 737 8.00 FHLB stock 9,506 433 4.56 6,815 370 5.43 7,033 276 3.92 Interest-bearing deposits 422 4 0.95 459 10 2.18 924 15 1.62 Certificates of deposits 2,468 87 3.53 -- -- -- -- -- -- -------- -------- -------- -------- -------- -------- -------- -------- -------- Total interest-earning assets 417,551 23,681 5.72% 399,489 24,310 6.15% 426,382 22,248 5.29% -------- ======== -------- ======== -------- ======== Non-interest-earning assets 4,239 4,485 3,897 -------- -------- -------- Total assets $421,790 $403,974 $430,279 ======== ======== ======== Interest-bearing liabilities: Interest-bearing deposits and escrows $140,875 $ 3,927 2.79% $143,406 $ 4,190 2.92% $142,327 $ 3,123 2.19% FHLB long-term advances 134,937 7,397 5.48 133.532 7.409 5.55 141,558 7,828 5.53 FHLB short-term advances 52,440 1,902 3.63 6,596 354 5.37 2,421 106 4.38 Other short-term borrowings 44,488 1,917 4.31 74,659 4,032 5.40 99,634 4,403 4.42 -------- -------- -------- -------- -------- -------- -------- -------- -------- Total interest-bearing liabilities 372,740 15,143 4.06% 358,193 15,985 4.46% 385,940 15,460 4.01% -------- ======== -------- ======== -------- ======== Non-interest-bearing accounts 13,787 12,927 12,513 -------- -------- -------- Total interest-bearing liabilities and non-interest-bearing accounts 386,527 371,120 398,453 Non-interest-bearing liabilities 3,915 2,829 2,976 -------- -------- -------- Total liabilities 390,442 373,949 141,558 Equity 31,348 30,025 28,850 -------- -------- -------- Total liabilities and equity $421,790 $403,974 $430,279 ======== ======== ======== Net interest income $ 8,538 $ 8,325 $ 6,788 ======== ======== ======== Interest rate spread 1.66% 1.69% 1.28% ======== ======== ======== Net yield on interest-earning assets(3) 2.10% 2.14% 1.67% ======== ======== ======== Ratio of interest-earning assets to interest-bearing liabilities 112.02% 111.53% 110.48% ======== ======== ======== - ---------------- (1) Includes non-accrual loans. (2) Yields on tax-exempt securities (tax-exempt for federal income tax purposes) are shown on a fully taxable equivalent basis utilizing a calculation that reflects the tax-exempt coupon, a 20% interest expense disallowance and a federal tax rate of 34%. (3) Net interest income divided by average interest-earning assets. 8 Rate/Volume Analysis. The following table describes the extent to which changes in interest rates and changes in volume of interest-related assets and liabilities have affected the Company's interest income and expense during the periods indicated. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to: (1) changes in volume (change in volume multiplied by prior year rate), (2) changes in rate (change in rate multiplied by prior year volume), and (3) total change in rate and volume. The combined effect of changes in both rate and volume has been allocated proportionately to the change due to rate and the change due to volume. Year Ended June 30, 2008 vs. 2007 2007 vs. 2006 -------------------------------- -------------------------------- Increase (Decrease) Increase (Decrease) Due to Total Due to Total -------------------- Increase -------------------- Increase Volume Rate (Decrease) Volume Rate (Decrease) -------- -------- -------- -------- -------- -------- (Dollars in Thousands) Interest-earning assets: Net loans receivable $ 32 $ (84) $ (52) $ 52 $ 289 $ 341 Mortgage-backed securities 1,500 (1,730) (230) (1,727) 1,556 (171) Investments - taxable (1,051) 636 (415) 289 1,695 1,984 Investments - tax-free (114) 38 (76) (139) (42) (181) FHLB stock 129 (66) 63 (9) 103 94 Interest-bearing deposits -- (6) (6) (9) 4 (5) Certificates of deposit 87 -- 87 -- -- -- -------- -------- -------- -------- -------- -------- Total interest-earning assets 583 (1,212) (629) (1,543) 3,605 2,062 Interest-bearing liabilities: Interest-bearing deposits and Escrows (31) (232) (263) 278 789 1,067 FHLB long-term borrowings 82 (94) (12) (447) 28 (419) FHLB short-term borrowings 1,699 (151) 1,548 219 29 248 Other short-term borrowings (1,507) (608) (2,115) (1,232) 861 (371) -------- -------- -------- -------- -------- -------- Total interest-bearing liabilities 243 (1,085) (842) (1,182) 1,707 525 -------- -------- -------- -------- -------- -------- Change in net interest income $ 340 $ (127) $ 213 $ (361) $ 1,898 $ 1,537 ======== ======== ======== ======== ======== ======== Net Interest Income. Net interest income is determined by the Company's interest rate spread (i.e. the difference between the yields earned on its interest-earning assets and the rates paid on its interest-bearing liabilities) and the relative amounts of interest-earning assets and interest-bearing liabilities. Net interest income increased by $213 thousand or 2.6% in fiscal 2008 and $1.5 million or 22.6% in fiscal 2007. The increase in fiscal 2008 was the result of a decrease in interest expense of $842 thousand or 5.3%, which was partially offset by a decrease in interest and dividend income of $629 thousand or 2.6%. The increase in fiscal 2007 was the result of an increase in interest and dividend income of $2.1 million or 9.3%, which was partially offset by an increase in interest expense of $525 thousand or 3.4%. Interest Income. Total interest income decreased by $629 thousand or 2.6% during fiscal 2008 and increased by $2.1 million or 9.3% during fiscal 2007. The decrease in fiscal 2008 was primarily the result of decreased yields on the Company's interest-earning assets which more than offset the increase in total interest-earning assets. The increase in fiscal 2007 was primarily the result of increased yields on the Company's interest-earning assets which more than offset the decrease in total interest earning assets. Due to changes in the U. S. Treasury yield curve, weakness in the economy, rising inventories of existing homes available for sale and lower construction starts, the Company adjusted its asset mix to maintain net interest income. Within the Company's investment portfolio, proceeds from repayments on taxable investment securities were partially redeployed to U.S. Government Agency floating rate mortgage-backed securities. Interest income on investment securities decreased $491 thousand or 4.5% during fiscal 2008 and increased $1.8 million or 20.0% during fiscal 2007. The decrease in fiscal 2008 was primarily attributable to a $15.9 million decrease in the average balance of investments outstanding which was partially offset by a 22 basis point increase in the weighted average yield on the Company's investment securities portfolio. The increase in fiscal 2007 was primarily attributable to an 81 basis point increase in the weighted average yield on the Company's investment securities portfolio and a $3.2 million increase in the average balance of investments outstanding. 9 Interest income on mortgage-backed securities decreased $230 thousand or 2.6% during fiscal 2008 and decreased $171 thousand or 1.9% during fiscal 2007. The decrease in fiscal 2008 was primarily attributable to a 119 basis point decrease in the weighted average yield on the Company's mortgage-backed securities portfolio which was partially offset by a $28.4 million increase in the average balance of mortgage-backed securities portfolio. The decrease in fiscal 2007 was primarily attributable to a $30.2 million decrease in the average balance of the mortgage-backed securities portfolio, which was partially offset by a 101 basis point increase in the weighted average yield on the Company's mortgage-backed securities portfolio. Interest income on net loans receivable decreased $52 thousand or 1.2% during fiscal 2008 and increased $341 thousand or 8.5% during fiscal 2007. The decrease in fiscal 2008 was primarily the result of a 14 basis point decrease in the yield earned on the Company's loan portfolio which was partially offset by a $407 thousand increase in the average balance of net loans outstanding. The increase in fiscal 2007 was primarily the result of a 49 basis point increase in the yield earned on the Company's loan portfolio, and a $756 thousand increase in the average balance of net loans outstanding. As part of its asset/liability management strategy, weakness in the economy, rising inventories of existing homes available for sale, and lower construction starts the Company limited its origination of longer-term fixed rate loans to mitigate its exposure to a rise in market interest rates. The Company continued to offer longer-term fixed rate loans on a correspondent basis during fiscal 2008 and 2007, as well as focusing on multi-family and commercial real estate loans, construction loans, land acquisition and development loans, consumer loans, small business and commercial loans. Management anticipates weakness in the real estate market to continue into fiscal 2009. Dividend income on FHLB stock increased $63 thousand or 17.0% during fiscal 2008 and $94 thousand or 34.1% during fiscal 2007. The increase in fiscal 2008 was primarily attributable to a $2.7 million increase in the average balance of FHLB stock outstanding which was partially offset by a 87 basis point decrease in the weighted average yield earned on the Company's holdings of FHLB stock outstanding. The increase in fiscal 2007 was primarily attributable to a 151 basis point increase in the weighted average yield earned on the Company's holdings of FHLB stock which was partially offset by a $218 thousand decrease in the average balance of FHLB stock outstanding. Interest income on certificates of deposit increased $87 thousand or 100.0% during fiscal 2008. The increase during 2008 was attributable to a $2.5 million increase in the average balance of the Company's holdings of FDIC insured certificates of deposit. Interest Expense. Total interest expense decreased $842 thousand or 5.3% during fiscal 2008 and increased by $525 thousand or 3.4% during fiscal 2007. The decrease in fiscal 2008 was primarily attributable to lower rates paid on interest-bearing liabilities due to lower market interest rates which more than offset a $14.5 million increase in total interest-bearing liabilities. The increase in fiscal 2007 was primarily attributable to higher rates paid on interest-bearing liabilities due to higher market interest rates which were partially offset by decreases in the average balances of borrowed funds outstanding. Interest expense on interest-bearing deposits and escrows decreased $263 thousand or 6.3% in fiscal 2008 and increased $1.1 million or 34.2% in fiscal 2007. The decrease in fiscal 2008 was primarily attributable to lower rates paid on money market and time deposits and decreased average balances of time deposits and passbook accounts, which were partially offset by increased average balances of money market accounts. Average rates on money market and time deposits decreased by 71 and 13 basis points respectively, while average balances of time deposits and passbook savings decreased by $3.5 million and $2.8 million, respectively. Average balances of money market accounts increased $4.7 million. The increase in fiscal 2007 was primarily the result of higher average rates paid on, and higher average balances outstanding, of time deposits and money market accounts which were partially offset by lower average balances in passbook accounts. Average rates paid on time and money market deposits during fiscal 2007 increased by ninety-two and eighty basis points, respectively. Interest expense on FHLB advances increased $1.5 million or 19.8% during fiscal 2008 and decreased $171 thousand or 2.2% during fiscal 2007. The increase in fiscal 2008 was primarily attributable to increases in 10 the average balances of FHLB short-term advances and FHLB long-term advances of $45.8 million and $1.4 million, respectively, which were partially offset by decreases in the weighted average rate paid on FHLB short-term advances and FHLB long-term advances of 174 and 7 basis points respectively. The decrease in the average rate on FHLB short-term advances reflects lower short-term market interest rates. The decrease in fiscal 2007 was primarily attributable to an $8.0 million decrease in the average balances of FHLB long-term advances outstanding which was partially offset by a $4.2 million increase in the average balance of FHLB short-term advances outstanding, a 99 basis point increase in the weighted average rate paid on FHLB short-term advances and a 2 basis point increase in the weighted average rate paid on FHLB long-term advances. Interest expense on other short-term borrowings decreased $2.1 million or 52.5% during fiscal 2008 and decreased $371 thousand or 8.4% during fiscal 2007. The decrease in fiscal 2008 was primarily attributable to a $33.4 million decrease in the average balance of other short-term borrowings outstanding and a 93 basis point decrease in the weighted average rate paid on other short-term borrowings, which were partially offset by a $3.2 million increase in the average balance of FRB short-term borrowings outstanding. The decrease in the average rate on other short-term borrowings reflects lower short-term market interest rates. The decrease during fiscal 2007 was primarily attributable to a $25.0 million decrease in the average balance of other short-term borrowings outstanding which was partially offset by a 98 basis point increase in the weighted average rate paid on other short-term borrowings. Recovery for Loan Losses. A provision for loan losses is charged to earnings to bring the total allowance to a level considered adequate by management to absorb potential losses in the portfolio. Management's determination of the adequacy of the allowance is based on periodic evaluations of the loan portfolio considering past experience, current economic conditions, volume, growth, composition of the loan portfolio and other relevant factors. The Company recorded a recovery of $123 thousand in fiscal 2008 compared to a provision for loan losses of $13 thousand in fiscal 2007. The credit provision for fiscal 2008 was primarily attributable to recoveries on previously charged-off commercial real estate loans. Non-interest Income. Total non-interest income decreased by $29 thousand or 4.6% in fiscal 2008 and decreased by $79 thousand or 11.2% in fiscal 2007. The decrease in fiscal 2008 was primarily attributable to a $34 thousand decrease in deposit account fee income and a $7 thousand increase in pre-tax gains on the sale of investment securities. The decrease in fiscal 2007 was primarily attributable to the absence of a $30 thousand pre-tax gain on the sale of mortgage-backed securities in fiscal 2006, a decrease of deposit fee income and decreases in ATM and debit card fee income. Non-interest Expense. Total non-interest expense increased $107 thousand or 3.0% in fiscal 2008, and increased $8 thousand or 0.2% during fiscal 2007. The increase in fiscal 2008 was primarily attributable to increases in charitable contributions eligible for PA tax credits and increases in employee related costs, which were partially offset by decreases in fixed asset depreciation, data processing costs and correspondent bank service charges. The increase in fiscal 2007 was primarily attributable to increases in employee related costs which were partially offset by decreases in correspondent bank service charges and other operating costs. Income Taxes. Income taxes increased $87 thousand or 4.9% during fiscal 2008 and increased $476 thousand or 37.0% during fiscal 2007. The increases in both fiscal year 2008 and 2007 were primarily attributable to higher levels of taxable income. State mutual thrift tax expense for fiscal 2008 was favorably impacted by $145 thousand of PA Education Improvement tax credits. For fiscal 2007, PA Mutual Thrift tax expense was reduced by higher proportional holdings of state tax-exempt FHLB bonds. The Company's combined effective tax rate was 32.9% at June 30, 2008 and 32.6% at June 30, 2007. LIQUIDITY AND CAPITAL RESOURCES Liquidity is often analyzed by reviewing the cash flow statement. Cash and cash equivalents decreased by $849 thousand during fiscal 2008 primarily due to $16.1 million of net cash used for investing activities which was partially offset by $11.1 million provided by financing activities and $4.2 million provided by operating activities. 11 Funds provided by operating activities totaled $4.2 million during fiscal 2008 as compared to $3.2 million during fiscal 2007. Net cash provided by operating activities was primarily comprised of $3.8 million of net income and a $1.6 million decrease in accrued interest receivable, which were partially offset by $1.2 million of amortization and accretion of discounts, premiums and deferred loan fees. Funds used for investing activities totaled $16.1 million during fiscal 2008 as compared to $16.0 million provided by investing activities during fiscal 2007. Primary uses of funds during fiscal 2008 included purchases of investment securities, mortgage-backed securities, FHLB stock and certificates of deposit totaling $230.2 million, $117.6 million, $19.5 million and $9.4 million respectively, which were partially offset by repayments of investment securities, mortgage-backed securities, FHLB Stock totaling $314.2 million, $23.6 million and $18.9 million, respectively, and a $4.0 million decrease in net loans receivable. Investment purchases were comprised primarily of fixed rate callable U.S. Government Agency bonds and investment grade corporate debt obligations including short-term commercial paper. The mortgage-backed securities purchases were U.S. Government Agency floating rate instruments that reprice on a monthly basis. Certificates of deposits purchased ranged in term from five to twenty-four months. Funds provided by financing activities totaled $11.1 million for fiscal 2008 as compared to $17.8 million used for financing activities in fiscal 2007. Primary sources of funds for fiscal 2008 were a $80.6 million increase in FRB short-term borrowings and a $5.0 million increase in FHLB long-term advances which were partially offset by a $62.9 million decrease in other short-term borrowings, a $8.6 million decrease in total deposits, $1.8 million in treasury stock purchases and $1.4 million in cash dividends paid on the Company's common stock. The $8.6 million decrease in total deposits consisted of a $9.9 million decrease in certificates of deposit primarily due to accounts not renewed by a local county government, a $1.8 million decrease in transaction accounts and a $912 thousand decrease in passbook accounts, which were partially offset by a $3.4 million increase in money market accounts. During fiscal 2008, the Company purchased 107,376 shares of Company common stock for approximately $1.8 million. Management has determined that it currently is maintaining adequate liquidity and continues to match funding sources with lending and investment opportunities. The Company's primary sources of funds are deposits, repayments on existing loans, investment portfolio cash flow, funds from operations and funds obtained through various borrowings. At June 30, 2008, the total approved loan commitments outstanding amounted to $237 thousand. At the same date, commitments under unused letters and lines of credit amounted to $5.7 million and the unadvanced portion of construction loans approximated $10.8 million. Certificates of deposit scheduled to mature in one year or less at June 30, 2008, totaled $50.7 million. Management believes that a significant portion of maturing deposits will remain with the Company. The Company's contractual obligations at June 30, 2008 were as follows: Contractual Obligations (Dollars in Thousands) Less than More than Total 1 year 1-3 years 3-5 years 5 years ---------- ---------- ---------- ---------- ---------- Long-term debt $ 135,579 $ 5,500 $ 107,579 $ 5,000 $ 17,500 Operating lease obligations 343 49 81 80 133 ---------- ---------- ---------- ---------- ---------- $ 135,922 $ 5,549 $ 107,660 $ 5,080 $ 17,633 See also Note 13 of the Company's Consolidated Financial Statements. Historically, the Company used its sources of funds primarily to meet its ongoing commitments to pay maturing certificates of deposit and savings withdrawals, fund loan commitments and maintain a substantial portfolio of investment securities. The Company has been able to generate sufficient cash through FHLB advances, the Federal Reserve Bank Primary Credit Program, and other borrowings and through the retail deposit market to provide the cash utilized in investing activities. Management believes that the Company currently has adequate liquidity available to respond to liquidity demands. 12 On July 21, 2008, the Company's Board of Directors declared a cash dividend of $0.16 per share payable on August 21, 2008 to shareholders of record at the close of business on August 11, 2008. Dividends are subject to determination and declaration by the Board of Directors, which take into account the Company's financial condition, statutory and regulatory restrictions, general economic conditions and other factors. There can be no assurance that dividends will in fact be paid on the common stock in the future or that, if paid, such dividends will not be reduced or eliminated in future periods. As of June 30, 2008, WVS Financial Corp. exceeded all regulatory capital requirements and maintained Tier I and total risk-based capital equal to $32.1 million or 21.7% and $33.1 million or 22.4%, respectively, of total risk-weighted assets; and Tier I leverage capital of $32.1 million or 7.8% of average total assets. Non-performing assets consist of non-accrual loans and real estate owned. A loan is placed on non-accrual status when, in the judgment of management, the probability of collection of interest is deemed insufficient to warrant further accrual. When a loan is placed on non-accrual status, previously accrued but uncollected interest is deducted from interest income. The Company normally does not accrue interest on loans past due 90 days or more, however, interest may be accrued if management believes that it will collect on the loan. The Company's non-performing assets at June 30, 2008 totaled approximately $1.6 million or 0.4% of total assets compared to $1.2 million or 0.03% of total assets at June 30, 2007. Non-performing assets at June 30, 2008 consisted of one commercial real estate loan totaling $972 thousand, one speculative construction loan totaling $356 thousand (which was paid off in full during July 2008), four single-family real estate loans totaling $232 thousand. Non-performing assets increased $378 thousand or 31.4% to $1.6 million or 0.4% of total assets, at June 30, 2008. The increase was primarily the result of $453 thousand in loans classified as non-performing during the year ended June 30, 2008, which were partially offset by $75 thousand in repayments on loans classified as non-performing at June 30, 2007. Impact of Inflation and Changing Prices. The consolidated financial statements of the Company and related notes presented herein have been prepared in accordance with U.S. generally accepted accounting principles which require the measurement of financial condition and operating results in terms of historical dollars, without considering changes in the relative purchasing power of money over time due to inflation. Unlike most industrial companies, substantially all of the assets and liabilities of a financial institution are monetary in nature. As a result, interest rates have a more significant impact on a financial institution's performance than the effects of general levels of inflation. Interest rates do not necessarily move in the same direction or in the same magnitude as the prices of goods and services since such prices are affected by inflation to a larger degree than interest rates. In the current interest rate environment, liquidity and the maturity structure of the Company's assets and liabilities are critical to the maintenance of acceptable performance levels. Recent Accounting and Regulatory Pronouncements. The Company's discussion of recent accounting and regulatory pronouncements can be found in Note 1 to the Company's Consolidated Financial Statements. QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The Company's primary market risk exposure is interest rate risk and, to a lesser extent, liquidity risk. All of the Company's transactions are denominated in US dollars with no specific foreign exchange exposure. The Savings Bank has no agricultural loan assets and therefore would not have a specific exposure to changes in commodity prices. Any impacts that changes in foreign exchange rates and commodity prices would have on interest rates are assumed to be exogenous and will be analyzed on an ex post basis. -- ---- Interest rate risk ("IRR") is the exposure of a banking organization's financial condition to adverse movements in interest rates. Accepting this risk can be an important source of profitability and shareholder value, however excessive levels of IRR can pose a significant threat to the Company's 13 earnings and capital base. Accordingly, effective risk management that maintains IRR at prudent levels is essential to the Company's safety and soundness. Evaluating a financial institution's exposure to changes in interest rates includes assessing both the adequacy of the management process used to control IRR and the organization's quantitative level of exposure. When assessing the IRR management process, the Company seeks to ensure that appropriate policies, procedures, management information systems and internal controls are in place to maintain IRR at prudent levels with consistency and continuity. Evaluating the quantitative level of IRR exposure requires the Company to assess the existing and potential future effects of changes in interest rates on its consolidated financial condition, including capital adequacy, earnings, liquidity, and, where appropriate, asset quality. Financial institutions derive their income primarily from the excess of interest collected over interest paid. The rates of interest an institution earns on its assets and owes on its liabilities generally are established contractually for a period of time. Since market interest rates change over time, an institution is exposed to lower profit margins (or losses) if it cannot adapt to interest-rate changes. For example, assume that an institution's assets carry intermediate- or long-term fixed rates and that those assets were funded with short-term liabilities. If market interest rates rise by the time the short-term liabilities must be refinanced, the increase in the institution's interest expense on its liabilities may not be sufficiently offset if assets continue to earn at the long-term fixed rates. Accordingly, an institution's profits could decrease on existing assets because the institution will either have lower net interest income or, possibly, net interest expense. Similar risks exist when assets are subject to contractual interest-rate ceilings, or rate sensitive assets are funded by longer-term, fixed-rate liabilities in a decreasing-rate environment. During fiscal 2008, the Federal Open Market Committee reduced its targeted federal funds rate from 5.25% to 2.00%. The table below shows the targeted federal funds rate and the benchmark two and ten year treasury yields at June 30, 2007, September 30, 2007, December 31, 2007, March 31, 2008 and June 30, 2008. The difference in yields on the two year and ten year Treasury's is often used to determine the steepness of the yield curve and to assess the term premium of market interest rates. Yield on: ------------------------------- Targeted Two (2) Ten (10) Shape of Federal Year Year Yield Funds Treasury Treasury Curve --------------- ----------------------------------------------------------- June 30, 2007 5.25% 4.87% 5.03% Slightly positive September 30, 2007 4.75% 3.97% 4.59% Moderately positive December 31, 2007 4.25% 3.05% 4.04% Positive March 31, 2008 2.25% 1.62% 3.45% Positive June 30, 2008 2.00% 2.63% 3.99% Positive These changes in intermediate and long-term market interest rates, the changing slope of the Treasury yield curve, and continued high levels of interest rate volatility have impacted prepayments on the Company's loan, investment and mortgage-backed securities portfolios and have caused a marked compression of industry-wide net interest margins. Due to its asset/liability management initiatives, the Company was able to substantially maintain both its interest rate spread and net interest margin during fiscal 2008. The term premium of market interest rates is often used to determine the relative merits of taking on additional interest rate risk and to gauge the market's expectation of future interest rates. Due to changes in the term premium of market interest rates experienced in fiscal year 2008, the Company adjusted its asset/liability strategy in several ways. The Company's proceeds from repayments on investment securities were used primarily to purchase U. S. Government agency bonds and floating-rate mortgage-backed securities. The Company believes that by strategically increasing the balance sheet, it was able to 14 substantially maintain net interest income, various capital ratios and better position its interest rate and liquidity risks in light of high levels of interest rate volatility. Principal repayments on the Company's loan, investment and U.S. Government Agency mortgage-backed securities portfolios for the fiscal year ended June 30, 2008, totaled $21.5 million, $314.2 million and $23.6 million, respectively. Due to a marked reduction of Treasury yields, high market volatility and the changing spreads available on mortgage-backed and investment securities, the Company chose to rebalance its investment portfolio during fiscal 2008 by reinvestments proceeds from calls of U.S. Government Agency bonds into U.S. Government Agency floating rate mortgage-backed securities, investment grade corporate obligations (including short-term commercial paper) and FDIC insured certificates of deposit. A portion of these cash flows were also reinvested back into callable U.S. Government Agency bonds with maturities generally less than ten years. This strategy has allowed the Company to maintain operating margins and capital ratios while managing overall interest rate risk. Due to the term structure of market interest rates, weakness in the economy, an excess supply of existing homes available for sale, and lower levels of housing starts, the Company continued to reduce its portfolio originations of long-term fixed rate mortgages while continuing to offer such loans on a correspondent basis. The Company also makes available for origination residential mortgage loans with interest rates which adjust pursuant to a designated index, although customer acceptance has been somewhat limited in the Savings Bank's market area. We expect that the housing market may continue to be weak into fiscal 2009. The Company will continue to selectively offer commercial real estate, land acquisition and development, and shorter-term construction loans (primarily on residential properties), and commercial loans on business assets to partially increase interest income while limiting interest rate risk. The Company has also emphasized higher yielding commercial and small business loans to existing customers and seasoned prospective customers. Within the investment and mortgage-backed securities portfolio, the Company used cash flow from maturities, early redemptions and repayments of investments and mortgage-backed securities to purchase new fixed rate U.S. Government Agency bonds, intermediate-term corporate bonds, investment grade short-term commercial paper and floating rate mortgage-backed securities in order to provide current income and in response to changing term premiums of market interest rates. This strategy has also helped to better match the interest-rate and liquidity risks associated with the Savings Bank's customers' liquidity preference for shorter term deposit products. During fiscal 2008 principal investment purchases were comprised of: callable fixed rate government agency bonds with initial lock-out periods as follows: 0 - 3 months - $16.9 million with a weighted average yield to call of approximately 6.15%; 3 - 6 months - $15.0 million with a weighted average yield to call of approximately 5.95%; 6 - 12 months - $20.0 million with a weighted average yield to call of approximately 5.61%; short-term commercial paper - $157.2 million with a weighted average yield of approximately 4.85%; U.S. Government Agency floating rate collateralized mortgage obligations which reprice monthly - $117.6 million with an original weighted average yield of 5.33%; fixed-rate investment grade corporate bonds - $15.4 million with a weighted average yield of 4.38%; floating-rate investment grade corporate bonds - $5.7 million with a weighted average yield of 5.04%; and bank certificates of deposit - $9.4 million with a weighted average yield of 3.56%. Major investment proceeds received during fiscal 2008 were: callable government agency bonds - $145.2 million with a weighted average yield of approximately 5.85%; mortgage-backed securities - $23.6 million; short-term commercial paper - $165.1 million with a weighted average yield of 5.02%; tax-free municipal bonds - $1.7 million with a weighted average taxable equivalent yield of approximately 6.13%; taxable municipal bonds - - $140 thousand with a weighted average yield of 6.63%; and fixed-rate investment grade corporate bonds - $2.0 million with a weighted average yield of 3.58%. As of June 30, 2008, the implementation of these asset and liability management initiatives resulted in the following: 1) $213.7 million or 99.0% of the Company's portfolio of mortgage-backed securities (including collateralized mortgage obligations - "CMOs") were comprised of floating rate instruments that reprice on a monthly basis. 15 2) $93.0 million or 72.4% of the Company's investment portfolio was comprised of fixed-rate callable U.S. Government Agency bonds which are callable as follows: 3 months or less - $35.9 million; 3 - 6 months - $23.8 million; 6 - 12 months - $30.3 million; and over 1 year - $3.0 million. These bonds may or may not actually be redeemed prior to maturity (i.e. called) depending upon the level of market interest rates at their respective call dates. 3) $7.5 million or 5.8% of the Company's investment portfolio was comprised of investment grade commercial paper with maturities of less than thirty days. 4) $13.4 million or 10.4% of the Company's investment portfolio consisted of investment grade fixed-rate corporate bonds with remaining maturities between one and fifteen months; 5) $5.7 million or 4.4% of the Company's investment portfolio consisted of investment grade floating-rate corporate bonds which will reprice within three months and will mature within six to eleven months; 6) $9.2 million or 2.2% of the Company's total assets consisted of FDIC insured bank certificates of deposit with remaining maturities ranging from two to twenty-one months; 7) An aggregate of $32.0 million or 55.7% of the Company's net loan portfolio had adjustable interest rates or maturities of less than 12 months; and 8) The maturity distribution of the Company's borrowings is as follows: 1 month or less - $100.6 million or 42.6%; 3 - 12 months - $5.5 million or 2.3%; 1 - 3 years - $107.6 million or 45.6%; 3 - 5 years - $5.0 million or 2.1%; and over 5 years - $17.5 million or 7.4%. The effect of interest rate changes on a financial institution's assets and liabilities may be analyzed by examining the "interest rate sensitivity" of the assets and liabilities and by monitoring an institution's interest rate sensitivity "gap". An asset or liability is said to be interest rate sensitive within a specific time period if it will mature or reprice within a given time period. A gap is considered positive (negative) when the amount of rate sensitive assets (liabilities) exceeds the amount of rate sensitive liabilities (assets). During a period of falling interest rates, a negative gap would tend to result in an increase in net interest income. During a period of rising interest rates, a positive gap would tend to result in an increase in net interest income. As part of its asset/liability management strategy, the Company maintained an asset sensitive financial position. An asset sensitive financial position may benefit earnings during a period of rising interest rates and reduce earnings during a period of declining interest rates. The following table sets forth certain information at the dates indicated relating to the Company's interest-earning assets and interest-bearing liabilities which are estimated to mature or are scheduled to reprice within one year. June 30, -------------------------------- 2008 2007 2006 -------- -------- -------- (Dollars in Thousands) Interest-earning assets maturing or repricing within one year $377,916 $206,136 $273,884 Interest-bearing liabilities maturing or repricing within one year 207,133 187,494 194,509 -------- -------- -------- Interest sensitivity gap $170,783 $ 18,642 $ 79,375 ======== ======== ======== Interest sensitivity gap as a percentage of total assets 40.36% 4.57% 18.82% Ratio of assets to liabilities maturing or repricing within one year 182.45% 109.94% 140.81% During fiscal 2008, the Company managed its one year interest sensitivity gap by: (1) limiting the portfolio origination of long-term fixed rate mortgages; (2) emphasizing loans with shorter terms or repricing frequencies; (3) purchasing floating rate U.S. Government Agency CMO's which reprice on a monthly basis; (4) adjusting its investment portfolio to include investment grade fixed and floating rate corporate bonds; (5) 16 higher average holdings of short-term investment grade commercial paper; and (6) investing in shorter-term FDIC insured certificates of deposit. The following table illustrates the Company's estimated stressed cumulative repricing gap - the difference between the amount of interest-earning assets and interest-bearing liabilities expected to reprice at a given point in time - at June 30, 2008. The table estimates the impact of an upward or downward change in market interest rates of 100 and 200 basis points. Cumulative Stressed Repricing Gap --------------------------------- Month 3 Month 6 Month 12 Month 24 Month 36 Month 60 Long Term ------- ------- -------- -------- -------- -------- --------- (Dollars in Thousands) Base Case Up 200 bp - ------------------- Cummulative Gap ($'s) 101,393 84,651 77,794 50,552 (37,976) (43,110) 33,078 % of Total Assets 24.0% 20.0% 18.4% 11.9% -9.0% -10.2% 7.8% Base Case Up 100 bp - ------------------- Cummulative Gap ($'s) 101,803 85,362 78,827 51,517 (36,850) 24,633 33,078 % of Total Assets 24.1% 20.2% 18.6% 12.2% -8.7% 5.8% 7.8% Base Case No Change - ------------------- Cummulative Gap ($'s) 137,291 145,387 170,783 149,612 61,785 57,081 33,078 % of Total Assets 32.4% 34.4% 40.4% 35.4% 14.6% 13.5% 7.8% Base Case Down 100 bp - --------------------- Cummulative Gap ($'s) 140,390 149,756 176,927 157,315 69,605 62,762 33,078 % of Total Assets 33.2% 35.4% 41.8% 37.2% 16.5% 14.8% 7.8% Base Case Down 200 bp - --------------------- Cummulative Gap ($'s) 140,909 150,706 178,491 159,019 71,136 63,228 33,078 % of Total Assets 33.3% 35.6% 42.2% 37.6% 16.8% 14.9% 7.8% The Company utilizes an income simulation model to measure interest rate risk and to manage interest rate sensitivity. The Company believes that income simulation modeling may enable the Company to better estimate the possible effects on net interest income due to changing market interest rates. Other key model parameters include: estimated prepayment rates on the Company's loan, mortgage-backed securities and investment portfolios; savings decay rate assumptions; and the repayment terms and embedded options of the Company's borrowings. 17 The following table presents the simulated impact of a 100 and 200 basis point upward or downward (parallel) shift in market interest rates on net interest income, return on average equity, return on average assets and the market value of portfolio equity at June 30, 2008. This analysis was done assuming that the interest-earning assets will average approximately $408 million over a projected twelve month period for the estimated impact on change in net interest income, return on average equity and return on average assets. The estimated changes in market value of equity were calculated using balance sheet levels at June 30, 2008. Analysis of Sensitivity to Changes in Market Interest Rates ----------------------------------------------------------- Modeled Change in Market Interest Rates --------------------------------------------------------------------------------------------------------- June 30, 2008 June 30, 2007 -------------------------------------------------- --------------------------------------------------- Estimated impact on: -200 -100 0 +100 +200 -200 -100 0 +100 +200 - -------------------- ---- ---- - ---- ---- ---- ---- - ---- ---- Change in net interest income -4.8% -4.9% 0.00% 13.5% 27.8% -16.6% -6.0% 0.00% 1.8% -7.4% Return on average 7.91% 7.87% 8.47% 10.22% 12.05% 9.31% 11.07% 12.05% 12.31% 10.86% equity Return on average 0.61% 0.61% 0.66% 0.80% 0.96% 0.70% 0.83% 0.92% 0.93% 0.81% assets Market value of equity (in thousands) $21,224 $25,327 $28,671 $30,605 $27,457 $31,575 $36,391 $36,168 $24,967 $8,142 The table below provides information about the Company's anticipated transactions comprised of firm loan commitments and other commitments, including undisbursed letters and lines of credit. The Company used no derivative financial instruments to hedge such anticipated transactions as of June 30, 2008. Anticipated Transactions --------------------------------------------------------------------- (Dollars in Thousands) Undisbursed construction and development loans Fixed rate $ 4,359 7.40% Adjustable rate $ 6,454 5.78% Undisbursed lines of credit Adjustable rate $ 5,109 6.25% Loan origination commitments Fixed rate $ 237 7.26% Adjustable rate $ 0 Letters of credit Adjustable rate $ 594 6.00% ---------- $ 16,753 ========== 18 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Board of Directors and Stockholders WVS Financial Corp. We have audited the accompanying consolidated balance sheet of WVS Financial Corp. and subsidiary as of June 30, 2008 and 2007, and the related consolidated statements of income, stockholders' equity, and cash flows for each of the years in the three-year period ended June 30, 2008. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of WVS Financial Corp. and subsidiary as of June 30, 2008 and 2007, and the results of their operations and their cash flows for each of the years in the three-year period ended June 30, 2008, in conformity with U.S. generally accepted accounting principles. We were not engaged to examine management's assertion about the effectiveness of WVS Financial Corp.'s internal control over financial reporting as of June 30, 2008, which is included in Item 9A(T) of Form 10-K and, accordingly, we do not express an opinion thereon. /s/ S.R. Snodgrass, A.C. Wexford, PA September 8, 2008 19 WVS FINANCIAL CORP. CONSOLIDATED BALANCE SHEET (In thousands, except per share data) June 30, 2008 2007 --------- --------- ASSETS Cash and due from banks $ 628 $ 630 Interest-earning demand deposits 1,198 2,045 --------- --------- Total cash and cash equivalents 1,826 2,675 Certificates of deposit 9,398 -- Investment securities available for sale (amortized cost of $7,994 and $8,957) 7,978 8,933 Investment securities held to maturity (market value of $122,055 and $201,510) 120,559 202,664 Mortgage-backed securities available for sale (amortized cost of $2,101 and $2,186) 2,215 2,246 Mortgage-backed securities held to maturity (market value of $211,113 and $119,646) 213,690 119,271 Net loans receivable (allowance for loan losses of $956 and $986) 56,477 60,350 Accrued interest receivable 2,117 3,714 Federal Home Loan Bank stock, at cost 6,931 6,340 Premises and equipment 766 813 Other assets 1,152 1,070 --------- --------- TOTAL ASSETS $ 423,109 $ 408,076 ========= ========= LIABILITIES Deposits $ 150,142 $ 159,377 Federal Home Loan Bank advances: long-term 135,579 130,579 Federal Home Loan Bank advances: short-term -- -- Federal Reserve Bank short-term borrowings 80,600 -- Other short-term borrowings 20,000 82,950 Accrued interest payable 1,539 1,669 Other liabilities 3,101 2,208 --------- --------- TOTAL LIABILITIES 390,961 376,783 --------- --------- STOCKHOLDERS' EQUITY Preferred stock, no par value; 5,000,000 shares authorized; none outstanding -- -- Common stock, par value $0.01; 10,000,000 shares authorized; 3,805,636 and 3,790,336 shares issued 38 38 Additional paid-in capital 21,376 21,137 Treasury stock (1,578,857 and 1,471,481 shares at cost) (24,041) (22,286) Retained earnings - substantially restricted 34,712 32,382 Accumulated other comprehensive income 64 23 Unallocated shares - Recognition and Retention Plans (1) (1) --------- --------- TOTAL STOCKHOLDERS' EQUITY 32,148 31,293 --------- --------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 423,109 $ 408,076 ========= ========= See accompanying notes to the consolidated financial statements. 20 WVS FINANCIAL CORP. CONSOLIDATED STATEMENT OF INCOME (In thousands, except per share data) Year Ended June 30, 2008 2007 2006 ----------- ----------- ----------- INTEREST AND DIVIDEND INCOME Loans $ 4,298 $ 4,350 $ 4,009 Investment securities 10,341 10,832 9,029 Mortgage-backed securities 8,518 8,748 8,919 Certificates of deposit 87 -- -- Interest-earning demand deposits 4 10 15 Federal Home Loan Bank stock 433 370 276 ----------- ----------- ----------- Total interest and dividend income 23,681 24,310 22,248 ----------- ----------- ----------- INTEREST EXPENSE Deposits 3,927 4,190 3,123 Federal Home Loan Bank advances 9,299 7,763 7,934 Federal Reserve Bank short-term borrowings 72 -- -- Other short-term borrowings 1,845 4,032 4,403 ----------- ----------- ----------- Total interest expense 15,143 15,985 15,460 ----------- ----------- ----------- NET INTEREST INCOME 8,538 8,325 6,788 (Recovery) provision for loan losses (123) 13 (161) ----------- ----------- ----------- NET INTEREST INCOME AFTER (RECOVERY) PROVISION FOR LOAN LOSSES 8,661 8,312 6,949 ----------- ----------- ----------- NONINTEREST INCOME Service charges on deposits 325 359 380 Investment securities gains 7 -- 30 Other 265 267 295 ----------- ----------- ----------- Total noninterest income 597 626 705 ----------- ----------- ----------- NONINTEREST EXPENSE Salaries and employee benefits 2,090 2,011 1,970 Occupancy and equipment 351 380 387 Data processing 252 270 271 Correspondent bank charges 103 118 132 Other 840 750 761 ----------- ----------- ----------- Total noninterest expense 3,636 3,529 3,521 ----------- ----------- ----------- Income before income taxes 5,622 5,409 4,133 Income taxes 1,850 1,763 1,287 ----------- ----------- ----------- NET INCOME $ 3,772 $ 3,646 $ 2,846 =========== =========== =========== EARNINGS PER SHARE: Basic $ 1.67 $ 1.57 $ 1.21 Diluted 1.67 1.57 1.21 AVERAGE SHARES OUTSTANDING: Basic 2,252,604 2,319,928 2,357,217 Diluted 2,252,906 2,321,536 2,359,996 See accompanying notes to the consolidated financial statements. 21 WVS FINANCIAL CORP. CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (In thousands, except per share data) Retained Accumulated Additional Earnings- Other Unallocated Common Paid-in Treasury Substantially Comprehensive Shares Held Stock Capital Stock Restricted Income (Loss) By RRP Total ---------- ---------- ---------- ---------- ------------ ---------- ---------- Balance June 30, 2005 $ 38 $ 20,726 $ (20,594) $ 28,885 $ 149 $ (3) $ 29,201 Net income 2,846 2,846 Unrealized loss on available- for-sale securities, net of taxes of $65 (126) (126) Exercise of stock options (7,320) 91 91 Purchase of treasury stock (66,098) (1,085) (1,085) Cash dividends declared ($0.64 per share) (1,510) (1,510) Other, net 1 1 ---------- ---------- ---------- ---------- ---------- ---------- ---------- Balance June 30, 2006 38 20,817 (21,679) 30,221 23 (2) 29,418 Net income 3,646 3,646 Exercise of stock options (20,498) 320 320 Purchase of treasury stock (36,875) (607) (607) Cash dividends declared ($0.64 per share) (1,485) (1,485) Other, net 1 1 ---------- ---------- ---------- ---------- ---------- ---------- ---------- Balance June 30, 2007 38 21,137 (22,286) 32,382 23 (1) 31,293 Net income 3,772 3,772 Unrealized gain on available- for-sale securities, net of taxes of $21 41 41 Exercise of stock options (15,300) 235 235 Purchase of treasury stock (107,376) (1,755) (1,755) Cash dividends declared ($0.64 per share) (1,442) (1,442) Other, net 4 4 ---------- ---------- ---------- ---------- ---------- ---------- ---------- Balance June 30, 2008 $ 38 $ 21,376 $ (24,041) $ 34,712 $ 64 $ (1) $ 32,148 ========== ========== ========== ========== ========== ========== ========== See accompanying notes to the consolidated financial statements. 22 WVS FINANCIAL CORP. CONSOLIDATED STATEMENT OF CASH FLOWS (In thousands) Year Ended June 30, 2008 2007 2006 --------- --------- --------- OPERATING ACTIVITIES Net income $ 3,772 $ 3,646 $ 2,846 Adjustments to reconcile net income to net cash provided by operating activities: (Recovery) provision for loan losses (123) 13 (161) Depreciation 124 137 154 Investment securities gains (7) -- (30) Amortization (accretion) of discounts, premiums, and deferred loan fees (1,180) (188) (234) Deferred income taxes (70) (26) 181 Decrease (increase) in accrued interest receivable 1,597 (793) (864) Increase (decrease) in accrued interest payable (130) 218 191 Other, net 234 211 377 --------- --------- --------- Net cash provided by operating activities 4,217 3,218 2,460 --------- --------- --------- INVESTING ACTIVITIES Available for sale: Purchase of investment and mortgage-backed securities (157,231) (12,440) (8,690) Proceeds from repayments of investment and mortgage-backed securities 158,664 12,042 9,395 Proceeds from sales of investment and mortgage-backed securities 326 -- 1,016 Held to maturity: Purchase of investment and mortgage-backed securities (190,620) (138,272) (202,891) Proceeds from repayments of investment and mortgage-backed securities 178,820 157,938 194,306 Purchase of certificates of deposit (9,401) -- -- Net (increase) decrease in net loans receivable 3,962 (4,681) 4,581 Purchase of Federal Home Loan Bank stock (19,504) (4,227) (5,994) Redemption of Federal Home Loan Bank stock 18,913 5,748 5,902 Acquisition of premises and equipment (77) (86) (79) Other, net 2 -- 60 --------- --------- --------- Net cash (used for) provided by investing activities (16,146) 16,022 (2,394) --------- --------- --------- FINANCING ACTIVITIES Net increase (decrease) in deposits (8,608) 8,259 (12,993) Net increase (decrease) in Federal Home Loan Bank short-term advances -- (23,150) 10,850 Net increase in Federal Reserve Bank short-term borrowings 80,600 -- -- Net increase (decrease) in other short-term borrowings (62,950) 6,902 6,368 Proceeds from Federal Home Loan Bank long-term advances 10,000 -- -- Repayments of Federal Home Loan Bank long-term advances (5,000) (8,000) (4,157) Net proceeds from exercise of stock options 235 320 91 Cash dividends paid (1,442) (1,485) (1,510) Purchase of treasury stock (1,755) (607) (1,085) --------- --------- --------- Net cash provided by (used for) financing activities 11,080 (17,761) (2,436) --------- --------- --------- (Decrease) increase in cash and cash equivalents (849) 1,479 (2,370) CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 2,675 1,196 3,566 --------- --------- --------- CASH AND CASH EQUIVALENTS AT END OF YEAR $ 1,826 $ 2,675 $ 1,196 ========= ========= ========= SUPPLEMENTAL CASH FLOW INFORMATION Cash paid during the year for: Interest $ 15,273 $ 15,767 $ 15,269 Taxes 1,902 1,764 915 Non cash item Due to Federal Reserve Bank 1,221 595 -- See accompanying notes to the consolidated financial statements. 23 WVS FINANCIAL CORP. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (In thousands, except per share data) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization ------------ WVS Financial Corp. ("WVS" or the "Company") is a Pennsylvania-chartered unitary bank holding company that owns 100 percent of the common stock of West View Savings Bank ("West View" or the "Savings Bank"). The operating results of the Company depend primarily upon the operating results of the Savings Bank and, to a lesser extent, income from interest-earning assets such as investment securities. West View is a Pennsylvania-chartered, FDIC-insured stock savings bank conducting business from six offices in the North Hills suburbs of Pittsburgh. The Savings Bank's principal sources of revenue originate from its portfolio of residential real estate and commercial mortgage loans as well as income from investment and mortgage-backed securities. The Company is supervised by the Board of Governors of the Federal Reserve System, while the Savings Bank is subject to regulation and supervision by the Federal Deposit Insurance Corporation ("FDIC") and the Pennsylvania Department of Banking. Basis of Presentation --------------------- The consolidated financial statements include the accounts of WVS and its wholly owned subsidiary, West View. All intercompany transactions have been eliminated in consolidation. The accounting and reporting policies of WVS and West View conform to U.S. generally accepted accounting principles. The Company's fiscal year-end for financial reporting is June 30. For regulatory and income tax reporting purposes, WVS reports on a December 31 calendar-year basis. In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the balance sheet date and revenues and expenses for that period. Actual results could differ significantly from those estimates. Investment and Mortgage-Backed Securities ----------------------------------------- Investment securities are classified at the time of purchase as securities held to maturity or securities available for sale based on management's ability and intent. Debt and mortgage-backed securities acquired with the ability and intent to hold to maturity are stated at cost adjusted for amortization of premium and accretion of discount, which are computed using the level-yield method and recognized as adjustments of interest income. Amortization rates for mortgage-backed securities are periodically adjusted to reflect changes in the prepayment speeds of the underlying mortgages. Certain other debt, equity, and mortgage-backed securities have been classified as available for sale to serve principally as a source of liquidity. Unrealized holding gains and losses for available-for-sale securities are reported as a separate component of stockholders' equity, net of tax, until realized. Realized securities gains and losses are computed using the specific identification method. Interest and dividends on investment and mortgage-backed securities are recognized as income when earned. Common stock of the Federal Home Loan Bank (the "FHLB") represents ownership in an institution, which is wholly owned by other financial institutions. This equity security is accounted for at cost and reported separately on the accompanying Consolidated Balance Sheet. 24 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Trading Securities ------------------ Trading securities are held for resale in anticipation of short-term (generally 90 days or less) fluctuations in market prices. Trading securities are stated at fair value. Realized and unrealized gains and losses are included in noninterest income as investment securities gains. Net Loans Receivable -------------------- Net loans receivable are reported at their principal amount, net of the allowance for loan losses and deferred loan fees. Interest on mortgage, consumer, and commercial loans is recognized on the accrual method. The Company's general policy is to stop accruing interest on loans when, based upon relevant factors, the collection of principal or interest is doubtful, regardless of the contractual status. Interest received on nonaccrual loans is recorded as income or applied against principal according to management's judgment as to the collectibility of such principal. Loan origination and commitment fees, and all incremental direct loan origination costs, are deferred and recognized over the contractual remaining lives of the related loans on a level-yield basis. Allowance for Loan Losses ------------------------- The allowance for loan losses represents the amount which management estimates is adequate to provide for probable losses inherent in its loan portfolio. The allowance method is used in providing for loan losses. Accordingly, all loan losses are charged to the allowance, and all recoveries are credited to it. The allowance for loan losses is established through a provision for loan losses charged to operations. The provision for loan losses is based on management's periodic evaluation of individual loans, economic factors, past loan loss experience, changes in the composition and volume of the portfolio, and other relevant factors. The estimates used in determining the adequacy of the allowance for loan losses, including the amounts and timing of future cash flows expected on impaired loans, are particularly susceptible to changes in the near term. Impaired loans are commercial and commercial real estate loans for which it is probable the Company will not be able to collect all amounts due according to the contractual terms of the loan agreement. The Company individually evaluates such loans for impairment and does not aggregate loans by major risk classifications. The definition of "impaired loans" is not the same as the definition of "nonaccrual loans," although the two categories overlap. The Company may choose to place a loan on nonaccrual status due to payment delinquency or uncertain collectibility, while not classifying the loan as impaired if the loan is not a commercial or commercial real estate loan. Factors considered by management in determining impairment include payment status and collateral value. The amount of impairment for these types of impaired loans is determined by the difference between the present value of the expected cash flows related to the loan, using the original interest rate, and its recorded value, or as a practical expedient in the case of collateralized loans, the difference between the fair value of the collateral and the recorded amount of the loans. When foreclosure is probable, impairment is measured based on the fair value of the collateral. Mortgage loans on one-to-four family properties and all consumer loans are large groups of smaller-balance homogeneous loans and are measured for impairment collectively. Loans that experience insignificant payment delays, which are defined as 90 days or less, generally are not classified as impaired. Management determines the significance of payment delays on a case-by-case basis taking into consideration all circumstances surrounding the loan and the borrower, including the length of the delay, the borrower's prior payment record, and the amount of shortfall in relation to the principal and interest owed. 25 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Real Estate Owned ----------------- Real estate owned acquired through foreclosure is carried at the lower of cost or fair value minus estimated costs to sell. Costs relating to development and improvement of the property are capitalized, whereas costs of holding such real estate are expensed as incurred. Valuation allowances for estimated losses are provided when the carrying value of the real estate acquired exceeds the fair value. Premises and Equipment ---------------------- Premises and equipment are stated at cost, less accumulated depreciation. Depreciation is principally computed on the straight-line method over the estimated useful lives of the related assets, which range from 3 to 10 years for furniture and equipment and 25 to 50 years for building premises. Leasehold improvements are amortized over the shorter of their estimated useful lives or their respective lease terms, which range from 7 to 15 years. Expenditures for maintenance and repairs are charged against income as incurred. Costs of major additions and improvements are capitalized. Income Taxes ------------ Deferred tax assets and liabilities are computed based on the difference between the financial statement and the income tax basis of assets and liabilities using the enacted marginal tax rates. Deferred income taxes or benefits are based on the changes in the deferred tax asset or liability from period to period. The Company files a consolidated federal income tax return. Deferred tax assets and liabilities are reflected at currently enacted income tax rates applicable to the period in which such items are expected to be realized or settled. As changes in tax rates are enacted, deferred tax assets and liabilities are adjusted through the provision for income taxes. Earnings Per Share ------------------ The Company provides dual presentation of basic and diluted earnings per share. Basic earnings per share are calculated by dividing net income available to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted earnings per share are calculated by dividing net income available to common stockholders, adjusted for the effects of any dilutive securities, by the weighted-average number of common shares outstanding, adjusted for the effects of any dilutive securities. Stock Options ------------- The Company accounts for stock-based compensation in accordance with Financial Accounting Standard (FAS) No. 123R. FAS 123R requires compensation costs related to share-based payment transactions to be recognized in the financial statements (with limited exceptions). The amount of compensation cost is measured based on the grant-date fair value of the equity or liability instruments issued. Compensation cost is recognized over the period that an employee provides service in exchange for the award. The Company did not have any non-vested stock options outstanding during the periods ended June 30, 2008, 2007, and 2006. There were no options issued during the periods ended June 30, 2008, 2007, and 2006. 26 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Comprehensive Income -------------------- The Company is required to present comprehensive income and its components in a full set of general- purpose financial statements for all periods presented. Other comprehensive income is composed exclusively of net unrealized holding gains (losses) on its available-for-sale securities portfolio. The Company has elected to report the effects of its other comprehensive income as part of Note 3. Cash Flow Information --------------------- Cash and cash equivalents include cash and due from banks and interest-earning demand deposits. Reclassification of Comparative Figures --------------------------------------- Certain comparative amounts for prior years have been reclassified to conform to current-year presentations. Such reclassifications did not affect net income or stockholders' equity. Recent Accounting Pronouncements -------------------------------- In December 2007, the FASB issued FAS No. 141 (revised 2007), Business Combinations ("FAS 141(R)), which establishes principles and requirements for how an acquirer recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in an acquiree, including the recognition and measurement of goodwill acquired in a business combination. FAS No. 141(R) is effective for fiscal years beginning on or after December 15, 2008. Earlier adoption is prohibited. The adoption of this standard is not expected to have a material effect on the Company's results of operations or financial position. In December 2007, the FASB issued FAS No. 160, Noncontrolling Interests in Consolidated Financial Statements -- an amendment of ARB No. 51. FAS No. 160 amends ARB No. 51 to establish accounting and reporting standards for the noncontrolling interest in a subsidiary and for the deconsolidation of a subsidiary. It clarifies that a noncontrolling interest in a subsidiary, which is sometimes referred to as minority interest, is an ownership interest in the consolidated entity that should be reported as equity in the consolidated financial statements. Among other requirements, this statement requires consolidated net income to be reported at amounts that include the amounts attributable to both the parent and the noncontrolling interest. It also requires disclosure, on the face of the consolidated income statement, of the amounts of consolidated net income attributable to the parent and to the noncontrolling interest. FAS No. 160 is effective for fiscal years beginning on or after December 15, 2008. Earlier adoption is prohibited. The adoption of this standard is not expected to have a material effect on the Company's results of operations or financial position. In March 2008, the FASB issued FAS No. 161, Disclosures about Derivative Instruments and Hedging Activities, to require enhanced disclosures about derivative instruments and hedging activities. The new standard has revised financial reporting for derivative instruments and hedging activities by requiring more transparency about how and why an entity uses derivative instruments, how derivative instruments and related hedged items are accounted for under FAS No. 133, Accounting for Derivative Instruments and Hedging Activities; and how derivative instruments and related hedged items affect an entity's financial position, financial performance, and cash flows. FAS No. 161 requires disclosure of the fair values of derivative instruments and their gains and losses in a tabular format. It also requires entities to provide more information about their liquidity by requiring disclosure of derivative features that are credit risk-related. Further, it requires cross-referencing within footnotes to enable financial statement users to locate important information about derivative instruments. FAS No. 161 is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008, with early application encourage. The adoption of this standard is not expected to have a material effect on the Company's results of operations or financial position. 27 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Recent Accounting Pronouncements -------------------------------- In May 2008, the FASB issued FAS No. 162, The Hierarchy of Generally Accepted Accounting Principles. FAS No. 162 identifies the sources of accounting principles and the framework for selecting the principles used in the preparation of financial statements of nongovernmental entities that are presented in conformity with generally accepted accounting principles (the GAAP hierarchy). FAS No. 162 will become effective 60 days following the SEC's approval of the Public Company Accounting Oversight Board amendments to AU Section 411, The Meaning of Present Fairly in Conformity With Generally Accepted Accounting Principles. The Company does not expect the adoption of FAS No. 162 to have a material effect on its results of operations and financial position. In April 2008, the FASB issued FASB Staff Position No. 142-3, Determination of the Useful Life of Intangible Assets ("FSP 142-3"). FSP 142-3 amends the factors that should be considered in developing assumptions about renewal or extension used in estimating the useful life of a recognized intangible asset under FAS No. 142, Goodwill and Other Intangible Assets. This standard is intended to improve the consistency between the useful life of a recognized intangible asset under FAS No. 142 and the period of expected cash flows used to measure the fair value of the asset under FAS No. 141R and other GAAP. FSP 142-3 is effective for financial statements issued for fiscal years beginning after December 15, 2008. The measurement provisions of this standard will apply only to intangible assets of the Company acquired after the effective date. In June 2008, the FASB issued FASB Staff Position (FSP) No. EITF 03-6-1, Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities, to clarify that instruments granted in share-based payment transactions can be participating securities prior to the requisite service having been rendered. A basic principle of the FSP is that unvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities and are to be included in the computation of EPS pursuant to the two-class method. The provisions of this FSP are effective for financial statements issued for fiscal years beginning after December 15, 2008, and interim periods within those years. All prior-period EPS data presented (including interim financial statements, summaries of earnings, and selected financial data) are required to be adjusted retrospectively to conform with the provisions of the FSP. The adoption of this FSP is not expected to have a material effect on the Company's results of operations or financial position. 28 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 2. EARNINGS PER SHARE The following table sets forth the computation of the weighted-average common shares used to calculate basic and diluted earnings per share. 2008 2007 2006 ---------- ---------- ---------- Weighted-average common shares issued 3,799,015 3,778,561 3,765,511 Average treasury stock shares (1,546,411) (1,458,633) (1,408,294) ---------- ---------- ---------- Weighted-average common shares and common stock equivalents used to calculate basic earnings per share 2,252,604 2,319,928 2,357,217 Additional common stock equivalents (stock options) used to calculate diluted earnings per share 302 1,608 2,779 ---------- ---------- ---------- Weighted-average common shares and common stock equivalents used to calculate diluted earnings per share 2,252,906 2,321,536 2,359,996 ========== ========== ========== There are no convertible securities that would affect the numerator in calculating basic and diluted earnings per share; therefore, net income as presented on the Consolidated Statement of Income is used. 3. COMPREHENSIVE INCOME Other comprehensive income primarily reflects changes in net unrealized gains (losses) on available-for-sale securities. Total comprehensive income for the years ended June 30 is summarized as follows: 2008 2007 2006 ------- ------- ------- Net Income $ 3,772 $ 3,646 $ 2,846 Other comprehensive income: Unrealized gains (losses) on available-for-sale securities 55 -- (221) Reclassification adjustment for gains included in net income 7 -- 30 ------- ------- ------- Other comprehensive income (loss) before tax 62 -- (191) Income tax effect related to other comprehensive income (loss) 21 -- (65) ------- ------- ------- Other comprehensive income (loss), net of tax 41 -- (126) ------- ------- ------- Comprehensive income $ 3,813 $ 3,646 $ 2,720 ======= ======= ======= 29 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 4. INVESTMENT SECURITIES The amortized cost and fair values of investments are as follows: Gross Gross Amortized Unrealized Unrealized Fair Cost Gains Losses Value ---------- ---------- ---------- ---------- 2008 ---- AVAILABLE FOR SALE Corporate debt securities $ 7,494 $ -- $ -- $ 7,494 Equity securities 500 -- (16) 484 ---------- ---------- ---------- ---------- Total $ 7,994 $ -- $ (16) $ 7,978 ========== ========== ========== ========== HELD TO MATURITY U.S. government agency securities $ 93,414 $ 1,159 $ -- $ 94,573 Corporate debt securities 19,092 56 (177) 18,971 Obligations of states and political subdivisions 8,053 458 -- 8,511 ---------- ---------- ---------- ---------- Total $ 120,559 $ 1,673 $ (177) $ 122,055 ========== ========== ========== ========== Gross Gross Amortized Unrealized Unrealized Fair Cost Gains Losses Value ---------- ---------- ---------- ---------- 2007 ---- AVAILABLE FOR SALE Corporate debt securities $ 8,402 $ -- $ -- $ 8,402 Equity securities 555 -- (24) 531 ---------- ---------- ---------- ---------- Total $ 8,957 $ -- $ (24) $ 8,933 ========== ========== ========== ========== HELD TO MATURITY U.S. government agency securities $ 186,667 $ 17 $ (1,567) $ 185,117 Corporate debt securities 6,198 -- -- 6,198 Obligations of states and political subdivisions 9,799 399 (3) 10,195 ---------- ---------- ---------- ---------- Total $ 202,664 $ 416 $ (1,570) $ 201,510 ========== ========== ========== ========== In 2008, 2007, and 2006, the Company recorded realized investment security gains, and unrealized holding gains and losses for trading securities of $7, $0, and $30. Proceeds from sales of investment securities and mortgage-backed securities during 2008, 2007, and 2006 were $326, $0, and $1,016. 30 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 4. INVESTMENT SECURITIES (Continued) The amortized cost and fair values of debt securities at June 30, 2008, by contractual maturity, are shown below. Expected maturities may differ from the contractual maturities because issuers may have the right to call securities prior to their final maturities. Due in Due after Due after one year one through five through Due after or less five years ten years ten years Total ------------ ------------ ------------ ------------ ------------ AVAILABLE FOR SALE Amortized cost $ 7,494 $ -- $ -- $ -- $ 7,494 Fair value 7,494 -- -- -- 7,494 HELD TO MATURITY Amortized cost $ 17,815 2,575 $ 69,411 $ 30,758 $ 120,559 Fair value 17,703 2,642 70,273 31,437 122,055 Investment securities with amortized costs of $59,430 and $96,460 and fair values of $59,872 and $95,797 at June 30, 2008 and 2007, respectively, were pledged to secure public deposits, repurchase agreements, and for other purposes as required by law. 5. MORTGAGE-BACKED SECURITIES The amortized cost and fair values of mortgage-backed securities are as follows: Gross Gross Amortized Unrealized Unrealized Fair Cost Gains Losses Value ------------ ------------ ------------ ------------ 2008 ---- AVAILABLE FOR SALE Government National Mortgage Association certificates $ 2,101 $ 114 $ -- $ 2,215 ------------ ------------ ------------ ------------ Total $ 2,101 $ 114 $ -- $ 2,215 ============ ============ ============ ============ HELD TO MATURITY Collateralized mortgage obligations $ 213,690 $ 523 $ (3,100) $ 211,113 ------------ ------------ ------------ ------------ Total $ 213,690 $ 523 $ (3,100) $ 211,113 ============ ============ ============ ============ 31 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 5. MORTGAGE-BACKED SECURITIES (Continued) Gross Gross Amortized Unrealized Unrealized Fair Cost Gains Losses Value ------------ ------------ ------------ ------------ 2007 ---- AVAILABLE FOR SALE Government National Mortgage Association certificates $ 2,137 $ 58 $ -- $ 2,195 Collateralized mortgage obligations 49 2 -- 51 ------------ ------------ ------------ ------------ Total $ 2,186 $ 60 $ -- $ 2,246 ============ ============ ============ ============ HELD TO MATURITY Collateralized mortgage obligations $ 119,271 $ 582 $ (207) $ 119,646 ------------ ------------ ------------ ------------ Total $ 119,271 $ 582 $ (207) $ 119,646 ============ ============ ============ ============ The amortized cost and fair value of mortgage-backed securities at June 30, 2008, by contractual maturity, are shown below. Expected maturities may differ from the contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. Due in Due after Due after one year one through five through Due after or less five years ten years ten years Total -------------- -------------- -------------- -------------- -------------- AVAILABLE FOR SALE Amortized cost $ -- $ -- $ -- $ 2,101 $ 2,101 Fair value -- -- -- 2,215 2,215 HELD TO MATURITY Amortized cost $ -- $ -- $ -- $ 213,690 $ 213,690 Fair value -- -- -- 211,113 211,113 At June 30, 2008 and 2007, mortgage-backed securities with an amortized cost of $208,382 and $120,435 and fair values of $205,920 and $120,873, were pledged to secure borrowings with the Federal Home Loan Bank and the Federal Reserve. 32 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 6. UNREALIZED LOSSES ON SECURITIES The following table shows the Company's gross unrealized losses and fair value, aggregated by category and length of time that the individual securities have been in a continuous unrealized loss position, at June 30, 2008 and 2007. 2008 ----------------------------------------------------------------------------- Less Than Twelve Months Twelve Months or Greater Total ----------------------------------------------------------------------------- Gross Gross Gross Fair Unrealized Fair Unrealized Fair Unrealized Value Losses Value Losses Value Losses ---------- ---------- ---------- ---------- ---------- ---------- U.S. government agencies securities $ -- $ -- $ -- $ -- $ -- $ -- Obligations of states and political subdivisions -- -- -- -- -- -- Corporate debt securities 12,593 (177) -- -- 12,593 (177) Corporate equity securities -- -- 484 (16) 484 (16) Collateralized mortgage obligations 97,644 (1,418) 53,531 (1,682) 151,175 (3,100) ---------- ---------- ---------- ---------- ---------- ---------- Total $ 110,237 $ (1,595) $ 54,015 $ (1,698) $ 164,252 $ (3,293) ========== ========== ========== ========== ========== ========== 2007 ----------------------------------------------------------------------------- Less Than Twelve Months Twelve Months or Greater Total ----------------------------------------------------------------------------- Gross Gross Gross Fair Unrealized Fair Unrealized Fair Unrealized Value Losses Value Losses Value Losses ---------- ---------- ---------- ---------- ---------- ---------- U.S. government agencies securities $ 102,015 $ (817) $ 59,108 $ (750) $ 161,123 $ (1,567) Obligations of states and political subdivisions 99 (1) 1,300 (2) 1,399 (3) Corporate equity securities -- -- 476 (24) 476 (24) Collateralized mortgage obligations 10,108 (35) 53,415 (172) 63,523 (207) ---------- ---------- ---------- ---------- ---------- ---------- Total $ 112,222 $ (853) $ 114,299 $ (948) $ 226,521 $ (1,801) ========== ========== ========== ========== ========== ========== The policy of the Company is to recognize an other-than-temporary impairment of equity securities where the fair value has been significantly below cost for three consecutive quarters. For fixed-maturity investments with unrealized losses due to interest rates where the Company has the positive intent and ability to hold the investment for a period of time sufficient to allow a market recovery, declines in value below cost are not assumed to be other than temporary. There are 48 positions that are temporarily impaired at June 30, 2008. The Company reviews its position quarterly and has asserted that at June 30, 2008, the declines outlined in the above table represent temporary declines and the Company does have the intent and ability to hold those securities to maturity or to allow a market recovery. The Company has concluded that any impairment of its investment securities portfolio is not other than temporary but is the result of interest rate changes, sector credit changes, or Company-specific rating changes that are not expected to result in the noncollection of principal and interest during the period. 33 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 7. NET LOANS RECEIVABLE Major classifications of loans are summarized as follows: 2008 2007 -------- -------- First mortgage loans: 1 - 4 family dwellings $ 16,020 $ 17,102 Construction 23,012 25,679 Land acquisition and development 1,992 2,195 Multi-family dwellings 6,897 6,458 Commercial 6,622 7,699 -------- -------- 54,543 59,133 -------- -------- Consumer loans: Home equity 6,223 6,852 Home equity lines of credit 2,509 3,006 Other 737 551 -------- -------- 9,469 10,409 -------- -------- Commercial loans 4,328 3,988 -------- -------- Less: Undisbursed construction and land development 10,813 12,090 Net deferred loan fees 94 104 Allowance for loan losses 956 986 -------- -------- 11,863 13,180 -------- -------- Net loans receivable $ 56,477 $ 60,350 ======== ======== The Company's primary business activity is with customers located within its local trade area of Northern Allegheny and Southern Butler counties. The Company has concentrated its lending efforts by granting residential and construction mortgage loans to customers throughout its immediate trade area. The Company also selectively funds and participates in commercial and residential mortgage loans outside of its immediate trade area, provided such loans meet the Company's credit policy guidelines. At June 30, 2008 and 2007, the Company had approximately $15 million and $17 million, respectively, of outstanding loans for land development and construction in the local trade area. Although the Company had a diversified loan portfolio at June 30, 2008 and 2007, loans outstanding to individuals and businesses are dependent upon the local economic conditions in its immediate trade area. 34 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 7. NET LOANS RECEIVABLE (Continued) Total nonaccrual loans and troubled debt restructurings and the related interest income recognized for the years ended June 30 are as follows: 2008 2007 2006 ------ ------ ------ Principal outstanding $1,582 $1,204 $ 308 ------ ------ ------ Interest income that would have been recognized 117 82 23 Interest income recognized 70 81 10 ------ ------ ------ Interest income foregone $ 47 $ 1 $ 13 ====== ====== ====== The following table is a summary of the loans considered to be impaired as of June 30: 2008 2007 2006 --------- --------- --------- Impaired loans with an allocated allowance $ 972 $ 972 $ -- Impaired loans without an allocated allowance -- -- -- --------- --------- --------- Total impaired loans $ 972 $ 972 $ -- ========= ========= ========= Allocated allowance on impaired loans $ 340 $ 341 $ -- Average impaired loans 972 245 -- Income recognized on impaired loans 34 23 -- Certain officers, directors, and their associates were customers of, and had transactions with, the Company in the ordinary course of business. A summary of loan activity for those directors, executive officers, and their associates with aggregate loan balances outstanding of at least $120,000 during the years ended June 30 are as follows: 2008 2007 ------- ------- Balance, July 1 $ 2,455 $ 373 Additions 436 2,163 Amounts collected (507) (81) ------- ------- Balance, June 30 $ 2,384 $ 2,455 ======= ======= 8. ALLOWANCE FOR LOAN LOSSES Changes in the allowance for loan losses are as follows: 2008 2007 2006 ------- ------- ------- Balance, July 1 $ 986 $ 957 $ 1,121 Add: (Recovery) provision for loan losses (123) 13 (161) Recoveries 93 16 4 Less: Loans charged off -- -- 7 ------- ------- ------- Balance, June 30 $ 956 $ 986 $ 957 ======= ======= ======= 35 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 9. ACCRUED INTEREST RECEIVABLE Accrued interest receivable consists of the following: 2008 2007 ------ ------ Investment and mortgage-backed securities $1,834 $3,398 Loans receivable 283 316 ------ ------ Total $2,117 $3,714 ====== ====== 10. FEDERAL HOME LOAN BANK STOCK The Savings Bank is a member of the FHLB System. As a member, West View maintains an investment in the capital stock of the FHLB of Pittsburgh in an amount not less than 0.75 percent of the outstanding unused FHLB borrowing capacity and 4.75 percent of its outstanding FHLB borrowings, as calculated throughout the year. 11. PREMISES AND EQUIPMENT Major classifications of premises and equipment are summarized as follows: 2008 2007 ------ ------ Land and improvements $ 246 $ 246 Buildings and improvements 1,995 2,015 Furniture, fixtures, and equipment 1,044 993 ------ ------ 3,285 3,254 Less accumulated depreciation 2,519 2,441 ------ ------ Total $ 766 $ 813 ====== ====== Depreciation charged to operations was $124, $137, and $154, for the years ended June 30, 2008, 2007, and 2006, respectively. 36 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 12. DEPOSITS Deposit accounts are summarized as follows: 2008 2007 --------------------------- --------------------------- Percent of Percent of Amount Portfolio Amount Portfolio ------------ ------------ ------------ ------------ Non-interest-earning checking $ 11,780 7.9% $ 12,363 7.8% Interest-earning checking 17,569 11.7 18,741 11.8 Savings accounts 32,025 21.3 32,937 20.7 Money market accounts 23,593 15.7 20,146 12.6 Advance payments by borrowers for taxes and insurance 924 0.6 1,013 0.6 ------------ ------------ ------------ ------------ 85,891 57.2 85,200 53.5 ------------ ------------ ------------ ------------ Savings certificates: 2.00% or less 9,288 6 -- -- 2.01 - 4.00% 26,359 17.5 11,815 7.4 4.01 - 6.00% 28,547 19.0 62,277 39.0 6.01 - 6.95% 57 0.1 85 0.1 ------------ ------------ ------------ ------------ 64,251 42.8 74,177 46.5 ------------ ------------ ------------ ------------ Total $ 150,142 100.0% $ 159,377 100.0% ============ ============ ============ ============ The maturities of savings certificates at June 30, 2008, are summarized as follows: Within one year $50,671 Beyond one year but within two years 8,335 Beyond two years but within three years 2,908 Beyond three years 2,337 ------- Total $64,251 ======= The aggregate amount of time certificates of deposit with a minimum denomination of $100,000 and individual retirement accounts with a minimum denomination of $250,000 was $6,918 and $318 at June 30, 2008, respectively. Time certificates of deposit in excess of $100,000 and individual retirement accounts in excess of $250,000 are not federally insured. Interest expense by deposit category for the years ended June 30 are as follows: 2008 2007 2006 ------ ------ ------ Interest-earning checking accounts $ 10 $ 11 $ 11 Savings accounts 217 236 280 Money market accounts 633 624 413 Savings certificates 3,056 3,308 2,408 Advance payments by borrowers for taxes and insurance 11 11 11 ------ ------ ------ Total $3,927 $4,190 $3,123 ====== ====== ====== 37 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 13. FEDERAL HOME LOAN BANK ADVANCES The following table presents contractual maturities of FHLB long-term advances as of June 30: Weighted- Stated interest Maturity range average rate range Description from to interest rate from to 2008 2007 - ----------------- ------------ ------------ ----------------- ------- ------- ---------- ---------- Convertible 03/19/09 07/27/17 5.40% 4.26% 6.10% $ 134,500 $ 129,500 Fixed rate 03/12/09 05/03/10 3.24 2.91 3.53 1,079 1,079 ---------- ---------- Total $ 135,579 $ 130,579 ========== ========== Maturities of FHLB long-term advances at June 30, 2008, are summarized as follows: Weighted- Maturing During Average Fiscal Year Ended Interest June 30: Amount Rate ----------------------- -------------- --------------- 2009 $ 5,500 4.99% 2010 20,579 5.86 2011 87,000 5.45 2012 5,000 5.03 2013 and thereafter 17,500 4.72 -------------- Total $ 135,579 5.39% ============== The terms of the convertible advances reset to the three-month London Interbank Offered Rate ("LIBOR") and have various spreads and call dates ranging from three months to seven years. The FHLB has the right to convert from a fixed rate to a predetermined floating rate on its conversion date or quarterly thereafter. Should the advance be converted, the Company has the right to pay off the advance without penalty. The FHLB advances are secured by the Company's FHLB stock and investment securities and are subject to substantial prepayment penalties. The Company also utilized revolving and short-term FHLB advances. Short-term FHLB advances generally mature within 90 days, while revolving FHLB advances may be repaid by the Company without penalty. The following table presents information regarding such advances as of June 30: 2008 2007 -------- -------- FHLB revolving and short-term advances: Ending balance $ -- $ -- Average balance during the year 52,440 6,598 Maximum month-end balance during the year 114,325 67,235 Average interest rate during the year 3.63% 5.37% Weighted-average rate at year-end --% --% At June 30, 2008, the Company had remaining borrowing capacity with the FHLB of approximately $150 million. 38 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 14. OTHER BORROWINGS Other borrowings include securities sold under agreements to repurchase with securities brokers and Federal Reserve Bank Borrowings. These borrowings generally mature within 1 to 90 days from the transaction date and qualifying collateral has been delivered. The Company pledged investment securities with a carrying value of $20,647 and $83,564 at June 30, 2008 and 2007, respectively, as collateral for the repurchase agreements, and investment securities and mortgage-backed securities with carrying values of $21,476 and $73,146 at June 30, 2008, respectively, as collateral for the Federal Reserve Bank Borrowings as explained in Notes 4 and 5. The following tables present information regarding other borrowings as of June 30: OTHER SHORT-TERM BORROWINGS 2008 2007 ------- ------- Ending balance $20,000 $82,950 Average balance during the year 41,293 74,659 Maximum month-end balance during the year 75,950 92,900 Average interest rate during the year 4.47% 5.40% Weighted-average rate at year-end 2.16% 5.30% FEDERAL RESERVE BANK BORROWINGS 2008 2007 ------- ------- Ending balance $80,600 $ -- Average balance during the year 3,195 -- Maximum month-end balance during the year 80,600 -- Average interest rate during the year 2.25% --% Weighted-average rate at year-end 2.25% --% 15. COMMITMENTS AND CONTINGENT LIABILITIES Loan Commitments In the normal course of business, there are various commitments that are not reflected in the Bank's financial statements. These instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated balance sheet. The Bank's exposure to credit loss in the event of nonperformance by the other parties to the financial instruments is represented by the contractual amounts as disclosed. Losses, if any, are charged to the allowance for loan losses. Management minimizes its exposure to credit loss under these commitments by subjecting them to credit approval, review procedures, and collateral requirements as deemed necessary. Various loan commitments totaling $16,753 and $20,733 at June 30, 2008 and 2007, respectively, represent financial instruments with off-balance sheet risk. The commitments outstanding at June 30, 2008, contractually mature in less than one year. Loan commitments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the Consolidated Balance Sheet. The same credit policies are used in making commitments and conditional obligations as for on-balance sheet instruments. Generally, collateral, usually in the form of real estate, is required to support financial instruments with credit risk. Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the loan agreement. These commitments are composed primarily of the undisbursed portion of construction and land development loans (Note 7), residential, commercial real estate, and consumer loan originations. 39 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 15. COMMITMENTS AND CONTINGENT LIABILITIES (Continued) Loan Commitments (Continued) The exposure to loss under these commitments is limited by subjecting them to credit approval and monitoring procedures. Substantially all commitments to extend credit are contingent upon customers maintaining specific credit standards at the time of the loan funding. Management assesses the credit risk associated with certain commitments to extend credit in determining the level of the allowance for loan losses. Litigation The Company is involved with various legal actions arising in the ordinary course of business. Management believes the outcome of these matters will have no material effect on the consolidated operations or financial condition of WVS. 16. REGULATORY CAPITAL Federal regulations require the Company and Savings Bank to maintain minimum amounts of capital. Specifically, each is required to maintain certain minimum dollar amounts and ratios of Total and Tier I Capital to Risk-Weighted Assets and of Tier I Capital to Average Total Assets. In addition to the capital requirements, the Federal Deposit Insurance Corporation Improvement Act ("FDICIA") established five capital categories ranging from well capitalized to critically undercapitalized. Should any institution fail to meet the requirements to be considered adequately capitalized, it would become subject to a series of increasingly restrictive regulatory actions. As of June 30, 2008 and 2007, the FDIC categorized the Savings Bank as well capitalized under the regulatory framework for prompt corrective action. To be classified as a well capitalized financial institution, Total Risk-Based, Tier 1 Risk-Based, and Tier 1 Leverage Capital Ratios must be at least 10 percent, 6 percent, and 5 percent, respectively. The Company's and Savings Bank's actual capital ratios are presented in the following tables, which show that both met all regulatory capital requirements. June 30, 2008 -------------------------------------------------- West View West View ----------------------- ----------------------- Amount Ratio Amount Ratio ---------- ---------- ---------- ---------- Total Capital (to Risk-Weighted Assets) --------------------------------------- Actual $ 33,059 22.37% $ 30,647 20.82% To Be Well Capitalized 14,776 10.00 14,720 10.00 For Capital Adequacy Purposes 11,821 8.00 11,776 8.00 Tier I Capital (to Risk-Weighted Assets) ---------------------------------------- Actual $ 32,073 21.71% $ 29,661 20.15% To Be Well Capitalized 8,866 6.00 8,832 6.00 For Capital Adequacy Purposes 5,911 4.00 5,888 4.00 Tier I Capital (to Average Total Assets) ---------------------------------------- Actual $ 32,073 7.75% $ 29,661 7.17% To Be Well Capitalized 20,683 5.00 20,672 5.00 For Capital Adequacy Purposes 16,547 4.00 16,538 4.00 40 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 16. REGULATORY CAPITAL (Continued) June 30, 2007 -------------------------------------------------- West View West View ----------------------- ----------------------- Amount Ratio Amount Ratio ---------- ---------- ---------- ---------- Total Capital (to Risk-Weighted Assets) --------------------------------------- Actual $ 32,282 23.15% $ 29,786 21.69% To Be Well Capitalized 13,943 10.00 13,734 10.00 For Capital Adequacy Purposes 11,155 8.00 10,987 8.00 Tier I Capital (to Risk-Weighted Assets) ---------------------------------------- Actual $ 31,254 22.41% $ 28,758 20.94% To Be Well Capitalized 8,366 6.00 8,241 6.00 For Capital Adequacy Purposes 5,577 4.00 5,494 4.00 Tier I Capital (to Average Total Assets) ---------------------------------------- Actual $ 31,254 8.13% $ 28,758 7.48% To Be Well Capitalized 19,214 5.00 19,224 5.00 For Capital Adequacy Purposes 15,371 4.00 15,379 4.00 Prior to the enactment of the Small Business Job Protection Act, the Company accumulated approximately $3.9 million of retained earnings, which represent allocations of income to bad debt deductions for tax purposes only. Since there is no amount that represents the accumulated bad debt reserves subsequent to 1987, no provision for federal income tax has been made for such amount. If any portion of this amount is used other than to absorb loan losses (which is not anticipated), the amount will be subject to federal income tax at the current corporate rate. 17. STOCK BENEFIT PLANS Stock Option Plan The Company maintains a Stock Option Plan for the directors, officers, and employees. The stock options typically have an expiration term of ten years, subject to certain extensions and early terminations. The per share exercise price of an incentive stock option shall at a minimum equal the fair market value of a share of common stock on the date the option is granted. The per share exercise price of a compensatory stock option granted shall at least equal the greater of par value or 85 percent of the fair market value of a share of common stock on the date the option is granted. Proceeds from the exercise of the stock options are credited to common stock for the aggregate par value and the excess is credited to paid-in capital. 41 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 17. STOCK BENEFIT PLANS (Continued) Stock Option Plan (Continued) The following table presents information related to the outstanding options: Officers' and Weighted- Employees' Directors' Average Stock Stock Exercise Options Options Price ------------ ------------ ------------ Outstanding, June 30, 2005 39,312 4,414 $ 14.99 Granted -- -- Exercised (7,320) -- 12.41 Forfeited -- -- ------------ ------------ Outstanding, June 30, 2006 31,992 4,414 $ 15.51 Granted -- -- Exercised (19,698) (800) 15.61 Forfeited -- -- ------------ ------------ Outstanding, June 30, 2007 12,294 3,614 $ 15.39 Granted -- -- Exercised (12,294) (3,006) 15.37 Forfeited -- -- ------------ ------------ Outstanding, June 30, 2008 -- 608 $ 15.77 ============ ============ Exercisable at year-end -- 608 $ 15.77 ============ ============ Available for future grant -- -- ============ ============ At June 30, 2008, for officers and employees there were no options outstanding. There were also 608 options outstanding and exercisable for directors with a weighted-average exercise price of $15.77, and a weighted-average remaining contractual life of 3.42 years. 42 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 17. STOCK BENEFIT PLANS (Continued) Recognition and Retention Plans ("RRP") --------------------------------------- The Company also maintains an RRP for substantially all officers, employees, and directors of the Company. The objective of the RRPs is to enable the Company to retain its corporate officers, key employees, and directors who have the experience and ability necessary to manage WVS and the Savings Bank. Officers and key employees of the Company who were selected by members of a Board-appointed committee are eligible to receive benefits under the RRPs. Non-employee directors of the Company are eligible to participate in the RRP for directors. An aggregate of 300,000 shares of common stock of WVS was acquired at conversion for future issuance under these plans, of which 60,000 shares are subject to the RRP for directors and 240,000 shares are subject to the RRP for officers and key employees. The RRP expired during 2004, and all unissued shares were retired. RRP costs are accrued to operations and added back to stockholders' equity over a four- to ten-year vesting period. Net compensation expense attributed to the RRPs amounted to $1 for each of the years ended June 30, 2008, 2007, and 2006. Employee Stock Ownership Plan ("ESOP") -------------------------------------- WVS maintains an ESOP for the benefit of officers and Savings Bank employees who have met certain eligibility requirements related to age and length of service. Compensation expense for the ESOP was $113, $113, and $100 for the years ended June 30, 2008, 2007, and 2006, respectively. Total ESOP shares as of June 30, 2008 and 2007, were 237,255 and 227,113, respectively. 18. DIRECTOR, OFFICER, AND EMPLOYEE BENEFITS Profit Sharing Plan The Company maintains a non-contributory profit sharing 401(k) plan for its officers and employees who have met the age and length of service requirements. The plan is a defined contribution plan with the contributions based on a percentage of salaries of the plan participants. The Company made no contributions to the plan for the three years ended June 30, 2008, 2007, and 2006. Directors' Deferred Compensation Plan The Company maintains a deferred compensation plan for directors who elect to defer all or a portion of their directors' fees. Deferred fees are paid to the participants in installments commencing in the year following the year the individual is no longer a member of the Board of Directors. The plan allows for the deferred amounts to be paid in shares of common stock at the prevailing market price on the date of distribution. For fiscal years ended June 30, 2008, 2007, and 2006, 17,842, 29,341, and 25,841 shares, respectively, were held by the plan. 43 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 19. INCOME TAXES The provision for income taxes consists of: 2008 2007 2006 ------- ------- ------- Currently payable: Federal $ 1,767 $ 1,644 $ 978 State 153 145 128 ------- ------- ------- 1,920 1,789 1,106 Deferred (70) (26) 181 ------- ------- ------- Total $ 1,850 $ 1,763 $ 1,287 ======= ======= ======= The following temporary differences gave rise to the net deferred tax assets at June 30: 2008 2007 ------ ------ Deferred tax assets: Allowance for loan losses $ 293 $ 335 Deferred compensation 415 339 Reserve for uncollected interest 207 187 Reserve for off-balance sheet commitments 10 14 Other 60 63 ------ ------ Total gross deferred tax assets 985 938 ------ ------ Deferred tax liabilities: Net unrealized gain on securities available for sale 33 12 Deferred origination fees, net 161 177 Depreciation reserve 50 57 Other 1 1 ------ ------ Total gross deferred tax liabilities 245 247 ------ ------ Net deferred tax assets $ 740 $ 691 ====== ====== No valuation allowance was established at June 30, 2008 and 2007, in view of the Company's ability to carryback to taxes paid in previous years, future anticipated taxable income, which is evidenced by the Company's earnings potential, and deferred tax liabilities at June 30. 44 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 19. INCOME TAXES (Continued) The following is a reconciliation between the actual provision for income taxes and the amount of income taxes which would have been provided at federal statutory rates for the years ended June 30: 2008 2007 2006 ---------------------- ---------------------- ---------------------- % of % of % of Pretax Pretax Pretax Amount Income Amount Income Amount Income --------- --------- --------- --------- --------- --------- Provision at statutory rate $ 1,911 34.0% $ 1,839 34.0% $ 1,405 34.0% State income tax, net of federal tax benefit 101 1.8 96 1.8 84 2.0 Tax exempt income (163) (2.9) (189) (3.5) (251) (6.1) Other, net 1 -- 17 0.3 49 1.2 --------- --------- --------- --------- --------- --------- Actual tax expense and effective rate $ 1,850 32.9% $ 1,763 32.6% $ 1,287 31.1% ========= ========= ========= ========= ========= ========= The Bank is subject to the Pennsylvania Mutual Thrift Institutions Tax, which is calculated at 11.5 percent of earnings. 20. REGULATORY MATTERS Cash and Due From Banks The Federal Reserve requires the Savings Bank to maintain certain reserve balances. The required reserves are computed by applying prescribed ratios to the Savings Bank's average deposit transaction account balances. As of June 30, 2008 and 2007, the Savings Bank had required reserves of $578 and $669, respectively. The required reserves are held in the form of vault cash and a non-interest-bearing depository balance maintained directly with the Federal Reserve. Loans Federal law prohibits the Company from borrowing from the Savings Bank unless the loans are secured by specific obligations. Further, such secured loans are limited in amount to 10 percent of the Savings Bank's capital surplus. Dividend Restrictions The Savings Bank is subject to the Pennsylvania Banking Code, which restricts the availability of surplus for dividend purposes. At June 30, 2008, surplus funds of $3,363 were not available for dividends. 45 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 21. FAIR VALUE OF FINANCIAL INSTRUMENTS The carrying amounts and estimated fair values at June 30 are as follows: 2008 2007 ----------------------- ----------------------- Carrying Fair Carrying Fair Amount Value Amount Value ---------- ---------- ---------- ---------- FINANCIAL ASSETS Cash and cash equivalents $ 1,826 $ 1,826 $ 2,675 $ 2,675 Certificates of deposit 9,398 9,392 -- -- Investment securities 128,537 130,033 211,597 210,443 Mortgage-backed securities 215,905 213,328 121,517 121,892 Net loans receivable 56,477 58,722 60,350 61,399 Accrued interest receivable 2,117 2,117 3,714 3,714 FHLB stock 6,931 6,931 6,340 6,340 FINANCIAL LIABILITIES Deposits $ 150,142 $ 150,497 $ 159,377 $ 159,224 FHLB advances 135,579 141,345 130,579 131,582 Federal Reserve Bank short-term borrowings 80,600 80,600 -- -- Other short-term borrowings 20,000 20,000 82,950 82,950 Accrued interest payable 1,539 1,539 1,669 1,669 Financial instruments are defined as cash, evidence of an ownership interest in an entity, or a contract which creates an obligation or right to receive or deliver cash or another financial instrument from or to a second entity on potentially favorable or unfavorable terms. Fair value is defined as the amount at which a financial instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. If a quoted market price is available for a financial instrument, the estimated fair value would be calculated based upon the market price per trading unit of the instrument. If no readily available market exists, the fair value estimates for financial instruments should be based upon management's judgment regarding current economic conditions, interest rate risk, expected cash flows, future estimated losses, and other factors, as determined through various option pricing formulas or simulation modeling. As many of these assumptions result from judgments made by management based upon estimates, which are inherently uncertain, the resulting estimated values may not be indicative of the amount realizable in the sale of a particular financial instrument. In addition, changes in the assumptions on which the estimated values are based may have a significant impact on the resulting estimated values. As certain assets and liabilities, such as deferred tax assets, premises and equipment, and many other operational elements of WVS, are not considered financial instruments, but have value, this estimated fair value of financial instruments would not represent the full market value of WVS. Estimated fair values have been determined by WVS using the best available data, as generally provided in internal Savings Bank reports and regulatory reports, using an estimation methodology suitable for each category of financial instruments. The estimation methodologies used are as follows: 46 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 21. FAIR VALUE OF FINANCIAL INSTRUMENTS (Continued) Cash and Cash Equivalents, Accrued Interest Receivable and Payable, and ----------------------------------------------------------------------- Other Borrowings ---------------- The fair value approximates the current book value. Investment Securities, Mortgage-Backed Securities, and FHLB Stock ----------------------------------------------------------------- The fair value of investment and mortgage-backed securities is equal to the available quoted market price. If no quoted market price is available, fair value is estimated using the quoted market price for similar securities. Since the FHLB stock is not actively traded on a secondary market and held exclusively by member financial institutions, the estimated fair market value approximates the carrying amount. Net Loans Receivable, Certificates of Deposit Owned, and Customer ----------------------------------------------------------------------- Deposits -------- Fair value for consumer mortgage loans is estimated using market quotes or discounting contractual cash flows for prepayment estimates. Discount rates were obtained from secondary market sources, adjusted to reflect differences in servicing, credit, and other characteristics. The estimated fair values for consumer, fixed-rate commercial, and multi-family real estate loans are estimated by discounting contractual cash flows for prepayment estimates. Discount rates are based upon rates generally charged for such loans with similar credit characteristics. The estimated fair value for nonperforming loans is the appraised value of the underlying collateral adjusted for estimated credit risk. Demand, savings, and money market deposit accounts are reported at book value. The fair value of certificates of deposit owned and customer time deposits is based upon the discounted value of the contractual cash flows. The discount rate is estimated using average market rates for deposits with similar average terms. FHLB Advances The fair values of fixed-rate advances are estimated using discounted cash flows, based on current incremental borrowing rates for similar types of borrowing arrangements. The carrying amount on variable rate advances approximates their fair value. Commitments to Extend Credit ---------------------------- These financial instruments are generally not subject to sale, and estimated fair values are not readily available. The carrying value, represented by the net deferred fee arising from the unrecognized commitment, and the fair value, determined by discounting the remaining contractual fee over the term of the commitment using fees currently charged to enter into similar agreements with similar credit risk, are not considered material for disclosure. The contractual amounts of unfunded commitments are presented in Note 15 to these financial statements. 47 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 22. PARENT COMPANY Condensed financial information of WVS Financial Corp. is as follows: CONDENSED BALANCE SHEET June 30, 2008 2007 -------- -------- ASSETS Interest-earning deposits with subsidiary bank $ 1,696 $ 424 Certificates of deposit 198 -- Investment securities available for sale 501 57 Investment securities held to maturity -- 2,000 Investment in subsidiary bank 29,736 28,800 Accrued interest receivable and other assets 21 58 -------- -------- TOTAL ASSETS $ 32,152 $ 31,339 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Other liabilities $ 4 $ 46 Stockholders' equity 32,148 31,293 -------- -------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 32,152 $ 31,339 ======== ======== CONDENSED STATEMENT OF INCOME Year Ended June 30, 2008 2007 2006 -------- -------- -------- INCOME Investment and mortgage-backed securities $ 20 $ 1 $ 16 Certificates of deposit 3 -- -- Dividend from subsidiary 2,900 2,700 2,400 Investment securities gains, net 6 -- -- Interest-earning deposits with subsidiary bank 42 58 27 -------- -------- -------- Total income 2,971 2,759 2,443 -------- -------- -------- OTHER OPERATING EXPENSE 116 98 98 -------- -------- -------- Income before equity in undistributed earnings of subsidiary 2,855 2,661 2,345 Equity in undistributed earnings of subsidiary 895 978 501 -------- -------- -------- Income before income taxes 3,750 3,639 2,846 Income tax expense (benefit) (22) (7) -- -------- -------- -------- NET INCOME $ 3,772 $ 3,646 $ 2,846 ======== ======== ======== 48 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 21. PARENT COMPANY (Continued) CONDENSED STATEMENT OF CASH FLOWS Year Ended June 30, 2008 2007 2006 -------- -------- -------- OPERATING ACTIVITIES Net income $ 3,772 $ 3,646 $ 2,846 Adjustments to reconcile net income to net cash provided by operating activities: Undistributed net income of subsidiary (895) (978) (501) Investment securities gains (6) -- -- Other, net (14) 21 (13) -------- -------- -------- Net cash provided by operating activities 2,857 2,689 2,332 -------- -------- -------- INVESTING ACTIVITIES Available for sale: Purchase of investment and mortgage-backed securities (4,556) (55) (611) Proceeds from repayments of investment and mortgage-backed securities 4,070 -- 1,942 Proceeds from sales of investment securities 61 -- -- Held to maturity: Purchases of investment and mortgage-backed securities -- (1,999) -- Proceeds from repayment of investment and mortgage-backed securities 2,000 -- -- Purchases of certificates of deposit (198) -------- -------- -------- Net cash provided by (used for) investing activities 1,377 (2,054) 1,331 -------- -------- -------- FINANCING ACTIVITIES Net proceeds from exercise of stock options 235 320 91 Cash dividends paid (1,442) (1,485) (1,510) Purchase of treasury stock (1,755) (607) (1,085) -------- -------- -------- Net cash used for financing activities (2,962) (1,772) (2,504) -------- -------- -------- Increase (decrease) in cash and cash equivalents 1,272 (1,137) 1,159 CASH AND CASH EQUIVALENTS BEGINNING OF YEAR 424 1,561 402 -------- -------- -------- CASH AND CASH EQUIVALENTS END OF YEAR $ 1,696 $ 424 $ 1,561 ======== ======== ======== 49 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 23. SELECTED QUARTERLY FINANCIAL DATA (unaudited) Three Months Ended ------------------------------------------------------- September December March June 2007 2007 2008 2008 ----------- ----------- ----------- ----------- Total interest and dividend income $ 6,537 $ 6,497 $ 5,690 $ 4,957 Total interest expense 4,234 4,165 3,600 3,144 ----------- ----------- ----------- ----------- Net interest income 2,303 2,332 2,090 1,813 (recovery) provision for loan losses (17) 11 (57) (60) ----------- ----------- ----------- ----------- Net interest income after (recovery) provision for loan losses 2,320 2,321 2,147 1,873 Total noninterest income 157 145 138 157 Total noninterest expense 942 955 848 891 ----------- ----------- ----------- ----------- Income before income taxes 1,535 1,511 1,437 1,139 Income taxes 512 463 475 400 ----------- ----------- ----------- ----------- Net income $ 1,023 $ 1,048 $ 962 $ 739 =========== =========== =========== =========== Per share data: Net income Basic $ 0.45 $ 0.46 $ 0.43 $ 0.33 Diluted 0.45 0.46 0.43 0.33 Average shares outstanding Basic 2,283,510 2,261,544 2,238,670 2,226,254 Diluted 2,284,384 2,261,783 2,238,758 2,226,260 50 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (In thousands, except per share data) 23. SELECTED QUARTERLY FINANCIAL DATA (unaudited) (Continued) Three Months Ended ------------------------------------------------------ September December March June 2006 2006 2007 2007 ----------- ----------- ----------- ----------- Total interest and dividend income $ 6,118 $ 6,230 $ 6,051 $ 5,911 Total interest expense 4,038 4,322 3,867 3,758 ----------- ----------- ----------- ----------- Net interest income 2,080 1,908 2,184 2,153 Recovery for loan losses (9) -- 34 (12) ----------- ----------- ----------- ----------- Net interest income after recovery for loan losses 2,089 1,908 2,150 2,165 Total noninterest income 152 161 152 161 Total noninterest expense 902 890 832 905 ----------- ----------- ----------- ----------- Income before income taxes 1,339 1,179 1,470 1,421 Income taxes 435 342 515 471 ----------- ----------- ----------- ----------- Net income $ 904 $ 837 $ 955 $ 950 =========== =========== =========== =========== Per share data: Net income Basic $ 0.39 $ 0.36 $ 0.41 $ 0.41 Diluted 0.39 0.36 0.41 0.41 Average shares outstanding Basic 2,327,183 2,310,596 2,322,962 2,322,962 Diluted 2,329,120 2,312,838 2,324,278 2,324,278 51 COMMON STOCK MARKET PRICE AND DIVIDEND INFORMATION WVS Financial Corp.'s common stock is traded on the Nasdaq Global MarketSM under the symbol "WVFC". The following table sets forth the high and low market prices of a share of common stock, and cash dividends declared per share, for the periods indicated. Market Price ---------------------- Cash Dividends Quarter Ended High Low Declared - ------------------ ------- ------- -------------- June 2008 $16.250 $15.900 $0.16 March 2008 16.470 15.800 0.16 December 2007 17.190 16.000 0.16 September 2007 16.600 15.770 0.16 June 2007 $17.200 $16.400 $0.16 March 2007 17.200 16.330 0.16 December 2006 17.950 16.300 0.16 September 2006 16.990 16.190 0.16 There were ten Nasdaq Market Makers in the Company's common stock as of June 30, 2008: Boenning & Scattergood Inc.; Sandler O'Neill & Partners; Citadel Derivatives Group LLC; Ryan Beck & Co., Inc.; Morgan Stanley & Co., Inc; UBS Securities LLC; Ferris, Baker Watts, Inc.; Citigroup Global Markets; Stifel Nicolaus & Co. and Knight Equity Markets, L.P. According to the records of the Company's transfer agent, there were approximately 644 shareholders of record at September 10, 2008. This does not include any persons or entities who hold their stock in nominee or "street name" through various brokerage firms. Dividends are subject to determination and declaration by the Board of Directors, which takes into account the Company's financial condition, statutory and regulatory restrictions, general economic condition and other factors. 52