UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1999 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______ to ______ Commission File Number: 0-22444 WVS Financial Corp. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Pennsylvania 25-1710500 ----------------------------- --------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 9001 Perry Highway Pittsburgh, Pennsylvania 15237 --------------------- ------------ (Address of principal (Zip Code) executive offices) (412) 364-1911 --------------------------------- (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirement for the past 90 days. YES [X] NO [ ] Shares outstanding as of May 7, 1999: 3,219,209 shares Common Stock, $.01 par value. WVS FINANCIAL CORP. AND SUBSIDIARY INDEX PART I. Financial Information Page - ------- --------------------- ---- Item 1. Financial Statements Consolidated Statements of Financial Condition as of March 31, 1999 and June 30, 1998 (Unaudited) 3 Consolidated Statements of Income for the Three and Nine Months Ended March 31, 1999 and 1998 (Unaudited) 4 Consolidated Statements of Cash Flows for the Nine Months Ended March 31, 1999 and 1998 (Unaudited) 5 Consolidated Statements of Changes in Stockholders' Equity for the Nine Months Ended March 31, 1999 (Unaudited) 7 Notes to Unaudited Consolidated Financial Statements 8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations for the Three and Nine Months Ended March 31, 1999 10 Item 3. Quantitative and Qualitative Disclosures about Market Risk 18 PART II. Other Information Page - -------- ----------------- ---- Item 1. Legal Proceedings 22 Item 2. Changes in Securities 22 Item 3. Defaults upon Senior Securities 22 Item 4. Submission of Matters to a Vote of Security Holders 22 Item 5. Other Information 22 Item 6. Exhibits and Reports on Form 8-K 22 Signatures 23 2 WVS FINANCIAL CORP. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (UNAUDITED) (in thousands) March 31, 1999 June 30, 1998 ----------- ----------- Assets Cash and due from banks $ 808 $ 699 Interest-earning demand deposits 713 1,807 Investment securities available-for-sale (amortized cost of $1,381 and $17,481) 1,399 17,519 Investment securities held-to-maturity (market value of $74,540 and $63,996) 75,278 63,749 Mortgage-backed securities available-for-sale (amortized cost of $10,263 and $18,842) 10,396 19,041 Mortgage-backed securities held-to-maturity (market value of $64,889 and $27,777) 64,662 27,273 Federal Home Loan Bank stock, at cost 6,195 4,675 Net loans receivable 159,703 157,737 Accrued interest receivable 2,081 2,414 Real estate owned -- -- Premises and equipment 1,171 1,179 Deferred taxes and other assets 959 961 ----------- ----------- TOTAL ASSETS $ 323,365 $ 297,054 =========== =========== (continued) March 31, 1999 June 30, 1998 ----------- ----------- Liabilities and Stockholders' Equity Liabilities: Savings Deposits: Non-interest-bearing accounts $ 8,284 $ 7,528 NOW accounts 16,259 15,347 Savings accounts 38,056 37,966 Money market accounts 11,775 13,259 Certificates of deposit 94,484 93,570 ----------- ----------- Total savings deposits 168,858 167,670 Federal Home Loan Bank advances 108,500 88,857 Other borrowings 10,779 889 Advance payments by borrowers for taxes and insurance 2,382 3,312 Accrued interest payable 2,090 1,874 Other liabilities 1,882 1,474 ----------- ----------- TOTAL LIABILITIES 294,491 264,076 ----------- ----------- Stockholders' equity: Preferred stock: 5,000,000 shares, no par value per share, authorized; none outstanding -- -- Common stock: 10,000,000 shares, $.01 par value per share, authorized; 3,664,780 and 3,617,120 shares issued, respectively, and 3,265,516 and 3,617,120 shares outstanding, respectively 37 36 Additional paid-in capital 19,004 18,386 Treasury stock: 399,264 shares at cost (6,104) -- Retained earnings, substantially restricted 16,441 15,143 Unallocated shares - Recognition and Retention Plans (352) (432) Unallocated shares - Employee Stock Ownership Plan (252) (312) ----------- ----------- 28,774 32,821 Unrealized gain on available-for-sale securities 100 157 ----------- ----------- TOTAL STOCKHOLDERS' EQUITY 28,874 32,978 ----------- ----------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 323,365 $ 297,054 =========== =========== See accompanying notes to consolidated financial statements. 3 WVS FINANCIAL CORP. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (in thousands, except per share data) Three Months Ended Nine Months Ended March 31, March 31, ------------------------- -------------------------- 1999 1998 1999 1998 ---------- ---------- ---------- ----------- INTEREST AND DIVIDEND INCOME: Loans $ 3,158 $ 3,301 $ 9,536 $ 9,867 Investment securities 1,193 1,484 4,013 4,534 Mortgage-backed securities 1,236 650 3,093 1,914 Interest-earning deposits with other institutions 32 15 64 50 Federal Home Loan Bank stock 99 65 277 184 ---------- ---------- ---------- ----------- Total interest and dividend income 5,718 5,515 16,983 16,549 ---------- ---------- ---------- ----------- INTEREST EXPENSE: Deposits 1,576 1,686 4,928 5,222 Borrowings 1,550 1,194 4,436 3,551 Advance payments by borrowers for taxes and insurance 11 12 25 27 ---------- ---------- ---------- ----------- Total interest expense 3,137 2,892 9,389 8,800 ---------- ---------- ---------- ----------- NET INTEREST INCOME 2,581 2,623 7,594 7,749 PROVISION FOR LOAN LOSSES -- -- -- (120) ---------- ---------- ---------- ----------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 2,581 2,623 7,594 7,869 ---------- ---------- ---------- ----------- NON-INTEREST INCOME: Service charges on deposits 64 57 200 166 Investment securities gains -- -- 36 -- Other 45 41 137 127 ---------- ---------- ---------- ----------- Total non-interest income 109 98 373 293 ---------- ---------- ---------- ----------- (continued) Three Months Ended Nine Months Ended March 31, March 31, ------------------------- -------------------------- 1999 1998 1999 1998 ---------- ---------- ---------- ----------- NON-INTEREST EXPENSE: Salaries and employee benefits 683 894 2,091 2,564 Occupancy and equipment 89 97 272 303 Deposit insurance premium 26 26 76 81 Data processing 43 43 131 128 Correspondent bank service charges 33 30 94 89 Other 165 186 548 552 ---------- ---------- ---------- ----------- Total non-interest expense 1,039 1,276 3,212 3,717 ---------- ---------- ---------- ----------- INCOME BEFORE INCOME TAXES 1,651 1,445 4,755 4,445 INCOME TAXES 644 571 1,814 1,640 ---------- ---------- ---------- ----------- NET INCOME $ 1,007 $ 874 $ 2,941 $ 2,805 ========== ========== ========== =========== EARNINGS PER SHARE: Basic $ 0.30 $ 0.25 $ 0.84 $ 0.81 Diluted $ 0.30 $ 0.24 $ 0.84 $ 0.79 AVERAGE SHARES OUTSTANDING: Basic 3,364,721 3,513,627 3,488,234 3,443,582 Diluted 3,394,679 3,593,152 3,519,054 3,554,334 See accompanying notes to consolidated financial statements. 4 WVS FINANCIAL CORP. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (in thousands) Nine Months Ended March 31, ----------------------- 1999 1998 -------- -------- OPERATING ACTIVITIES Net income $ 2,941 $ 2,805 Adjustments to reconcile net income to cash provided by operating activities: Provision for loan losses --- (120) Gain on sale of investments and mortgage-backed securities (36) --- Depreciation and amortization, net 88 97 Amortization of discounts, premiums and deferred loan fees 33 (47) Amortization of ESOP, RRP and deferred and unearned compensation 263 776 Decrease (increase) in accrued interest receivable 333 (133) Increase in accrued interest payable 216 392 Decrease in accrued and deferred taxes 408 411 Other, net (264) 53 -------- -------- Net cash provided by operating activities 3,982 4,234 -------- -------- INVESTING ACTIVITIES Available-for-sale: Purchases of investment and mortgage-backed securities (26,908) (18,434) Proceeds from repayments of investment and mortgage-backed securities 50,272 15,457 Proceeds from sale of investment and mortgage-backed securities 905 2,192 Held-to-maturity: Purchases of investment and mortgage-backed securities (147,763) (83,413) Proceeds from repayments of investment and mortgage-backed securities 99,507 83,961 Increase in net loans receivable (2,216) (3,890) Increase in FHLB stock (1,520) (489) Net purchases of premises and equipment (79) (6) -------- -------- Net cash used for investing activities (27,802) (4,622) -------- -------- 5 WVS FINANCIAL CORP. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (in thousands) Nine Months Ended March 31, ----------------------- 1999 1998 FINANCING ACTIVITIES Net increase (decrease) in transaction and passbook accounts 274 (814) Net increase (decrease) in certificates of deposit 914 (5,006) Net increase in FHLB borrowings 19,643 9,088 Net increase in other borrowings 9,889 236 Net decrease in advance payments by borrowers for taxes and insurance (929) (1,009) Net proceeds from issuance of common stock 238 631 Purchases of treasury stock (6,104) -- Cash dividends paid (1,090) (4,816) -------- -------- Net cash provided by (used for) financing activities 22,835 (1,690) -------- -------- Decrease in cash and cash equivalents (985) (2,078) CASH AND CASH EQUIVALENTS AT BEGINNING OF THE PERIOD 2,506 2,571 -------- -------- CASH AND CASH EQUIVALENTS AT END OF THE PERIOD $ 1,521 $ 493 ======== ======== SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid during the period for: Interest on deposits, escrows and borrowings $ 9,173 $ 8,408 Income taxes 1,153 1,236 See accompanying notes to consolidated financial statements. 6 WVS FINANCIAL CORP. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED) (in thousands) Accum. Other Retained Additional Unallocated Unallocated Compre- Earnings- Common Paid-In Treasury Shares Held Shares Held hensive Substantially Stock Capital Stock by ESOP by RRP Income Restricted Total -------- -------- --------- -------- --------- -------- -------- -------- Balance at June 30, 1998 $ 36 $ 18,386 $ --- $ (312) $ (432) $ 157 $ 15,143 $ 32,978 Comprehensive income: Net Income 2,941 2,941 Other comprehensive income: Change in unrealized holding gains on securities, net of income tax of $29 (57) (57) -------- Comprehensive income 2,884 Purchase of shares for treasury stock (6,104) (6,104) Release of earned Employee Stock Ownership Plan (ESOP) shares 124 60 184 Accrued compensation expense for Recognition and Retention Plans (RRP) 80 80 Exercise of stock options 1 237 238 Tax benefit from exercise of stock options 257 257 Cash dividends declared ($0.47 per share) (1,643) (1,643) -------- -------- --------- -------- -------- -------- -------- -------- Balance at March 31, 1999 $ 37 $ 19,004 $ (6,104) $ (252) $ (352) $ 100 $ 16,441 $ 28,874 ======== ======== ========= ======== ======== ======== ======== ======== Components of comprehensive income: Change in net unrealized gain on investment securities held for sale (33) Realized gains included in net income, net of tax (24) -------- Total (57) ======== See accompanying notes to consolidated financial statements. 7 WVS FINANCIAL CORP. AND SUBSIDIARY NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS 1. BASIS OF PRESENTATION --------------------- The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions for Form 10-Q and therefore do not include information or footnotes necessary for a complete presentation of financial condition, results of operations, and cash flows in conformity with generally accepted accounting principles. However, all adjustments (consisting only of normal recurring adjustments) which, in the opinion of management, are necessary for a fair presentation have been included. The results of operations for the three and nine months ended March 31, 1999, are not necessarily indicative of the results which may be expected for the entire fiscal year. 2. RECENT ACCOUNTING PRONOUNCEMENTS -------------------------------- In June 1998, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 133, "Accounting for Derivative Instruments and Hedging Activities". The statement provides accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contracts, by requiring the recognition of those items as assets or liabilities in the statement of financial position, recorded at fair value. Statement No. 133 precludes a held-to-maturity security from being designated as a hedged item, however, at the date of initial application of this statement, an entity is permitted to transfer any held-to-maturity security into the available-for-sale or trading categories. The unrealized holding gain or loss on such transferred securities shall be reported consistent with the requirements of Statement No. 115, "Accounting for Certain Investments in Debt and Equity Securities". Such transfers do not raise an issue regarding an entity's intent to hold other debt securities to maturity in the future. This statement applies prospectively for all fiscal quarters of all years beginning after June 15, 1999. Earlier adoption is permitted for any fiscal quarter that begins after the issue date of this statement. 8 3. EARNINGS PER SHARE ------------------ The following table sets forth the computation of basic and diluted earnings per share. Three Months Ended Nine Months Ended March 31, March 31, ---------------------------------- ----------------------------------- 1999 1998 1999 1998 ---------------- ---------------- ---------------- ---------------- Weighted average common shares outstanding 3,664,343 3,585,354 3,661,535 3,525,358 Average treasury stock shares (246,649) --- (116,259) --- Average unearned ESOP shares (52,973) (71,727) (57,042) (81,776) ---------------- ---------------- ---------------- ---------------- Weighted average common shares and common stock equivalents used to calculate basic earnings per share 3,364,721 3,513,627 3,488,234 3,443,582 Additional common stock equivalents (stock options) used to calculate diluted earnings per share 29,958 79,525 30,820 110,752 ---------------- ---------------- ---------------- ---------------- Weighted average common shares and common stock equivalents used to calculate diluted earnings per share 3,394,679 3,593,152 3,519,054 3,554,334 ================ ================ ================ ================ Net income $ 1,007,343 $ 874,001 $ 2,940,786 $ 2,804,766 ================ ================ ================ ================ Earnings per share: Basic $0.30 $0.25 $0.84 $0.81 Diluted $0.30 $0.24 $0.84 $0.79 ================ ================ ================ ================ 9 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR THE THREE AND NINE MONTHS ENDED MARCH 31, 1999 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, SAIF-insured stock savings bank conducting business from six offices in the North Hills suburbs of Pittsburgh. The Savings Bank converted to the stock form of ownership in November 1993. The Savings Bank had no subsidiaries at March 31, 1999. 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 consists 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. The Company's strategy focuses on traditional thrift lending, maintaining asset quality and increasing core earnings. FINANCIAL CONDITION The Company's assets totaled $323.4 million at March 31, 1999, as compared to $297.1 million at June 30, 1998. The $26.3 million or 8.9% increase in total assets was primarily comprised of a $25.7 million or 19.4% increase in investment and mortgage-backed securities, including Federal Home Loan Bank ("FHLB") stock, and a $2.0 million or 1.2% increase in net loans receivable, which were partially offset by a $1.1 million or 62.2% decrease in interest-earning demand deposits. The Company's investment securities decreased by 3.6% from $85.9 million to $82.9 million while mortgage-backed securities increased by 62.2% from $46.3 million to $75.1 million from June 30, 1998, to March 31, 1999. These changes were primarily due to higher yields on mortgage-backed securities over other investment securities. The Company's loans receivable increased by 1.3% from $157.7 million to $159.7 million from June 30, 1998, to March 31, 1999. The increase was principally attributable to increased levels of loan originations, partially offset by refinancings as a result of lower market interest rates on loans. The Company's total liabilities increased $30.4 million or 11.5% to $294.5 million as of March 31, 1999, from $264.1 million as of June 30, 1998. The $30.4 million increase in total liabilities was primarily comprised of a $29.5 million or 32.9% increase in FHLB advances and other borrowings, and a $1.2 million or 0.7% increase in total deposits. The $29.5 million increase in FHLB advances and other borrowings was primarily the result of the Company's investment growth program. The $1.2 million increase in deposits was principally the result of expanded marketing efforts with new and existing customers. 10 Total stockholders' equity decreased $4.1 million or 12.4% to $28.9 million as of March 31, 1999, from $33.0 million as of June 30, 1998, primarily due to $6.1 million in purchases of treasury stock and $1.6 million in cash dividends declared on the Company's common stock, which were partially funded by the $2.9 million of Company net income and $0.7 million of proceeds from stock option exercises and ESOP and RRP plan share releases. ASSET AND LIABILITY MANAGEMENT. The Company continued a strategy designed to reduce the interest rate sensitivity of its financial assets to its financial liabilities. The primary elements of this strategy include: 1) expanding the Company's investment growth program in order to enhance net interest income; 2) maintaining the Company's level of short-term liquid investments by funding loan commitments and purchasing longer-term investment securities; 3) emphasizing the retention of lower-cost savings accounts and other core deposits; and 4) pricing the Company's certificates of deposit and loan products nearer to the market average rate as opposed to the upper range of market offered rates. The Company has continued its investment growth program, originally initiated in the third quarter of fiscal 1994, in order to realize additional net interest income. Under this strategy, a longer-term callable or noncallable investment security, or mortgage-backed security, is purchased and funded through the use of short-term non-deposit liabilities, such as FHLB advances and short-term borrowings. With this strategy, the Company increases its net interest income, but also faces the risk, during periods of rising market interest rates, that it may experience a decline in net interest income if the rate paid on its various borrowings rises above the rate earned on the investment security purchased. In order to mitigate this exposure, the Board has placed certain restrictions on the investment growth program, including: 1) the average outstanding daily balance of total borrowings, computed quarterly, may not exceed $125.0 million; 2) suitable investments shall be restricted to those meeting the credit quality criteria outlined in the Company's investment policy; 3) each security purchased shall initially yield a minimum of seventy-five basis points above the incremental rate paid on short-term borrowings, at the time of purchase; and 4) the Company's total borrowed funds position may not exceed $150.0 million. In most cases, the initial yield spread earned on investment security purchases exceeded approximately one hundred to one hundred and forty basis points. During the three months ended March 31, 1999, the Company decreased its mortgage-backed securities portfolio by $5.5 million or 6.89%. The decrease for the quarter ended March 31, 1999, was attributable to principal amortization. During the nine months ended March 31, 1999, the Company increased its mortgage-backed securities holdings by $28.7 million or 62.2%. Mortgage-backed securities purchases for the nine months totaled approximately $45.2 million with an estimated weighted average purchase yield of 6.51%. At March 31, 1999, the Company held $75.1 million of mortgage-backed securities with an approximate yield of 6.69%. The mortgage-backed securities purchases were made in order to mitigate the principal calls on the Company's callable bond portfolio and to earn a higher yield with an expected average life profile comparable to longer-term callable agency bonds. The Company has continued to purchase bonds with optional principal redemption features ("callable bonds") in order to capture additional net interest income. Callable bonds generally provide investors with higher rates of return than noncallable bonds because the issuer has the option to redeem the bonds before maturity. While this strategy affords WVS the current opportunity to improve its net interest income, during a period of declining interest rates, such as was experienced during the nine months ended March 31, 1999, the Company would be exposed to the risk that the investment will be redeemed prior to its final stated 11 maturity. In order to mitigate this risk, the Company has funded a significant portion of its purchases of callable bonds with short-term borrowings. Approximately $8.1 million of callable agency bonds with an estimated weighted average rate of 6.1% were called during the quarter ended March 31, 1999. During the quarter ended March 31, 1999, the Company purchased approximately $25.3 million of callable bonds with an approximate weighted average yield to call and maturity of 7.3% and 6.8%, respectively. The callable agency bond purchases, totaling $25.3 million, are summarized by initial term to call as follows: $1.4 million within three months, $20.9 million with greater than three months and within six months, $1.0 million with greater than twelve months and within twenty-four months, and $2.0 million with greater than twenty-four months and within thirty-six months. During the nine months ended March 31, 1999, the Company borrowed approximately $103.3 million in various borrowings from the FHLB with a weighted average rate of 5.07% and incurred $77.7 million in other borrowings with a weighted average rate of 5.11%. During the nine months ended March 31, 1999, the Company repaid $83.7 million of FHLB advances and $67.8 million of other borrowings. Due to a decline in market interest rates during the nine months ended March 31, 1999, the Company lengthened the maturity structure of its incremental borrowings to lock in lower cost, longer-term liability funding. 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. The Company will continue to selectively offer commercial real estate, land acquisition and development, and shorter-term construction loans, primarily on residential properties, to partially increase its loan asset sensitivity. Due to relatively low fifteen and thirty year mortgage loan yields, the Company intends to emphasize higher yielding commercial real estate, home equity and small business loans to existing customers and seasoned prospective customers. As of March 31, 1999, the implementation of these asset and liability management initiatives resulted in the following: 1) an aggregate of $48.7 million or 30.1% of the Company's net loan portfolio had adjustable interest rates or maturities of less than 12 months; 2) $16.7 million or 22.2% of the Company's portfolio of mortgage-backed securities (including collateralized mortgage obligations - "CMOs") were secured by floating rate securities; and 3) $74.1 million or 96.9% of the Company's investment securities portfolio was comprised of callable bonds. 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 when the amount of rate sensitive assets exceeds the amount of rate sensitive liabilities. A gap is considered negative when the amount of interest sensitive liabilities exceeds the amount of interest sensitive assets. During a period of falling interest rates, a positive gap would tend to adversely affect net interest income, while 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, while a negative gap would tend to adversely affect net interest income. The Company's one year cumulative interest rate sensitivity gap is estimated at a positive 0.7% of total assets at March 31, 1999, as compared to a negative 13.3% at June 30, 1998, in each instance, based on certain assumptions by management with respect to the repricing of certain assets and liabilities. At March 31, 1999, the Company's interest-earning assets maturing or repricing within one year totaled $120.9 million while the Company's interest-bearing liabilities maturing or repricing within one year totaled $118.5 million, providing an excess of interest-earning assets over interest-bearing liabilities of $2.4 million. At March 31, 1999, the percentage of the Company's assets to liabilities maturing or repricing within one year was 102.0%. 12 RESULTS OF OPERATIONS General. WVS reported net income of $1.0 million and $2.9 million for the three and nine months ended March 31, 1999. Net income increased by $133 thousand or 15.3% for the three months ended March 31, 1999, when compared to the same period in 1998. The increase was primarily the result of a $237 thousand decrease in non-interest expense and an $11 thousand increase in non-interest income, which were partially offset by a $73 thousand increase in income tax expense and a $42 thousand decrease in net interest income. Net income increased by $136 thousand or 4.9% for the nine months ended March 31, 1999, when compared to the same period in 1998. The $136 thousand increase in net income was principally the result of a $505 thousand decrease in non-interest expense and an $80 thousand increase in non-interest income, which were partially offset by a $174 thousand increase in income taxes, a $155 thousand decrease in net interest income and the absence of a $120 thousand recovery in the provision for loan losses due to the payoff of a commercial loan participation in fiscal 1998. The decrease in non-interest expense for the nine months ended March 31, 1999, was principally attributable to a $473 thousand reduction in discretionary ESOP contributions and lower RRP expenses, and a $31 thousand decrease in occupancy and equipment expense. The $80 thousand increase in non-interest income was chiefly attributable to increases in service charges on deposits and investment securities gains. Total interest income increased $434 thousand primarily due to higher volumes of mortgage-backed securities. Total interest expense increased by $589 thousand primarily due to higher levels of FHLB advances and other borrowings. Net Interest Income. The Company's net interest income decreased by $42 thousand or 1.6% for the three months ended March 31, 1999, when compared to the same period in 1998. The decrease resulted from a $245 thousand or 8.5% increase in interest expense which was partially offset by a $203 thousand or 3.7% increase in interest income. For the nine months ended March 31, 1999, net interest income decreased by $155 thousand or 2.0%, when compared to the same period in 1998. The decrease resulted from a $589 thousand or 6.7% increase in interest expense which was partially offset by a $434 thousand or 2.6% increase in interest income. Interest Income. Interest on mortgage-backed securities increased by $586 thousand or 90.2% for the three months ended March 31, 1999, when compared to the same period in 1998. The increase was attributable to a $41 million increase in the average balance of mortgage-backed securities outstanding, which was partially offset by a 51 basis point decrease in the weighted average yield earned on mortgage-backed securities for the three months ended March 31, 1999, when compared to the same period in 1998. Interest on mortgage-backed securities increased $1.2 million or 61.6% for the nine months ended March 31, 1999. The increase was primarily attributable to a $27.2 million increase in the average balance of mortgage-backed securities outstanding, which was partially offset by a 45 basis point decrease in the weighted average yield earned on mortgage-backed securities for the nine months ended March 31, 1999, when compared to the same period in 1998. The Company increased its mortgage-backed securities portfolio to capitalize on attractive sector yield levels in comparison to other investment securities. The decrease in the weighted average yield earned, during both periods, was principally attributable to reduced market interest rates and higher levels of premium amortization due to faster rates of principal repayment. Interest and dividend income on interest-bearing deposits with other institutions, investment securities and FHLB stock ("other investment securities") decreased by $240 thousand or 15.3% for the three months ended March 31, 1999, when compared to the same period in 1998. The decrease was attributable to a $5.0 million decrease in the average balance of other investment securities outstanding and an 83 basis point decrease in the weighted average yield earned on other investment securities, which were partially offset by a $371 thousand increase in the average balance of interest-bearing deposits and a 271 basis point increase in the weighted average yield earned on interest-bearing deposits for the three months ended March 31, 1999, when compared to the same period in 1998. Interest on other investment securities decreased $414 thousand or 8.7% for the nine months ended March 31, 1999, when compared to the same period in 1998. The decrease in interest income on other investment securities was attributable to an 87 basis point decrease in the weighted average yield earned on other investment securities, which was partially offset by a $2.5 million increase in the average balance of other investment securities outstanding for the nine months ended 13 March 31, 1999, when compared to the same period in 1998. The increase in the average balance of other investment securities was principally attributable to purchases as a part of the investment growth program. Interest on net loans receivable decreased by $143 thousand or 4.3% for the three months ended March 31, 1999, when compared to the same period in 1998. The decrease was attributable to a decrease of $9.1 million in the average balance of net loans receivable outstanding, which was partially offset by an increase in the weighted average yield earned on net loans receivable of 11 basis points for the three months ended March 31, 1999, when compared to the same period in 1998. Interest on net loans receivable decreased by $331 thousand or 3.4% for the nine months ended March 31, 1999, when compared to the same period in 1998. The decrease was attributable to a $7.0 million decrease in the average balance of outstanding loans which was partially offset by an 8 basis point increase in the weighted average yield earned on outstanding loans for the nine months ended March 31, 1999. The decreases in the average loan balance outstanding for both periods were primarily attributable to lower levels of mortgage loan originations and higher levels of loan prepayments due to a marked decline in long-term interest rates. Interest Expense. Interest expense on deposits and escrows decreased by $111 thousand or 6.5% and decreased by $296 thousand or 5.6% for the three and nine months ended March 31, 1999, respectively, when compared to the same periods in 1998. The decrease in interest expense on deposits and escrows was principally attributable to a $1.1 million and $1.5 million decrease in the average balance of interest-bearing deposits and escrows for the three and nine months ended March 31, 1999, respectively, when compared to the same periods in 1998. Interest expense on other borrowings increased by $356 thousand and $885 thousand for the three and nine months ended March 31, 1999, respectively, when compared to the same periods in 1998. The increase associated with both periods is primarily attributable to funding the Company's investment growth program. Provision 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 an evaluation of the portfolio, past loan loss experience, current economic conditions, volume, growth and composition of the loan portfolio, and other relevant factors. The Company did not record a provision for possible losses on loans for the three and nine months ended March 31, 1999. At March 31, 1999, the Company's total allowance for loan losses amounted to $1.8 million or 1.1% of the Company's total loan portfolio. Non-Interest Income. Total non-interest income increased by $11 thousand and $80 thousand for the three and nine months ended March 31, 1999, respectively, when compared to the same periods in 1998. The increase in non-interest income for the nine months ended March 31, 1999, was primarily attributable to increased service charges on automated teller machines and transaction accounts, and $36 thousand in net gains on the sale of investment securities. Non-Interest Expense. Total non-interest expense decreased $237 thousand or 18.6% and decreased $505 thousand or 13.6% for the three and nine months ended March 31, 1999, respectively, when compared to the same periods in 1998. 14 Compensation and employee benefits expense decreased $211 thousand or 23.6% and $473 thousand or 18.5% for the three and nine months ended March 31, 1999, respectively, when compared to the same periods in 1998. The decrease for the quarter ended March 31, 1999, was primarily attributable to a $159 thousand reduction in discretionary ESOP contributions and lower RRP expenses, and a $32 thousand decrease in employee compensation expense. The decrease for the nine months ended March 31, 1999, was principally attributable to a $417 thousand reduction in discretionary ESOP contributions and lower RRP expenses, and a $54 thousand decrease in employee compensation expense. Income Tax Expense. Income tax expense increased by $73 thousand or 12.8% and $174 thousand or 10.6% for the three and nine months ended March 31, 1999, respectively, when compared to the same periods in 1998. The change in income tax expense for both periods was attributable to increased levels of taxable income. LIQUIDITY AND CAPITAL RESOURCES Net cash provided by operating activities totaled $4.0 million during the nine months ended March 31, 1999. Net cash provided by operating activities was primarily comprised of $2.9 million of net income, a $408 thousand decrease in accrued and deferred taxes, a $333 thousand decrease in accrued interest receivable and a $263 thousand increase in ESOP, RRP and deferred and unearned compensation amortization. Funds used for investing activities totaled $27.8 million during the nine months ended March 31, 1999. The primary uses of funds during the nine months ended March 31, 1999, consisted of $174.7 million used for the purchase of investment and mortgage-backed securities, a $2.2 million net increase in loans receivable and a $1.5 million decrease in FHLB stock, which were partially offset by the receipt of $150.7 million of proceeds from the repayment of principal on investments and mortgage-backed securities. Funds provided by financing activities totaled $22.8 million for the nine months ended March 31, 1999. Primary financial sources included a $29.5 million increase in FHLB advances and other borrowings and a $1.2 million increase in deposits, which were partially offset by $6.1 million in purchases of treasury stock, $1.1 million of cash dividends paid on the Company's common stock and a $929 thousand decrease in advance payments by borrowers for taxes and insurance. Financial institutions generally, including the Company, have experienced a certain degree of depositor disintermediation to other investment alternatives. Management believes that the degree of disintermediation experienced by the Company has not had a material impact on overall liquidity. As of March 31, 1999, $74.4 million or 44.0% of the Company's total deposits consisted of core deposits. Management has determined that it currently is maintaining adequate liquidity and is seeking to better match funding sources with lending and investment opportunities. The Company's primary sources of funds are deposits, amortization, prepayments and maturities of existing loans, mortgage-backed securities and investment securities, funds from operations, and funds obtained through FHLB advances and other borrowings. At March 31, 1999, the total approved loan commitments outstanding amounted to $5.3 million. At the same date, commitments under unused lines of credit amounted to $10.0 million and the unadvanced portion of construction loans approximated $14.7 million. Certificates of deposit scheduled to mature in one year or less at March 31, 1999, totaled $68.3 million. Management believes that a significant portion of maturing deposits will remain with the Company. Historically, the Company used its sources of funds primarily to meet its ongoing commitments to pay maturing savings certificates and savings withdrawals, fund loan commitments and maintain a substantial portfolio of investment securities. The Company has been able to generate sufficient cash through the retail deposit market, its traditional funding source, and through FHLB advances and other borrowings, to provide the cash utilized in investing activities. The Company has established a $25.0 million line of credit with the FHLB, which is scheduled to mature on February 9, 2000, and is subject to various 15 conditions, including the pledging and delivery of acceptable collateral. The primary purpose of the line of credit is to serve as a back-up liquidity facility for the Company, however, the Company may from time to time utilize the line of credit to purchase investment securities and fund other commitments. In addition, the Company has access to the Federal Reserve Bank discount window. Management believes that the Company currently has adequate liquidity available to respond to liquidity demands. During the nine months ended March 31, 1999, the Company purchased 399,264 shares of common stock for approximately $6.1 million under two stock buyback programs. On April 27, 1999, the Company's Board of Directors declared a cash dividend of $0.16 per share, payable May 20, 1999, to shareholders of record at the close of business on May 10, 1999. Dividends will be 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 or that, if paid, such dividends will not be reduced or eliminated in future periods. As of March 31, 1999, WVS Financial Corp. exceeded all regulatory capital requirements and maintained Tier I and total risk-based capital equal to $28.8 million or 17.7% and $30.6 million or 18.8%, respectively, of total risk-weighted assets, and Tier I leverage capital of $28.8 million or 9.0% of average total assets. Nonperforming assets consist of nonaccrual loans and real estate owned. A loan is placed on nonaccrual 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 nonaccrual 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 nonperforming assets, comprised exclusively of nonaccrual loans, at March 31, 1999, totaled approximately $649 thousand or 0.2% of total assets as compared to $603 thousand or 0.2% of total assets as of June 30, 1998. Nonperforming assets at March 31, 1999, consisted of $481 thousand in commercial real estate loans, $92 thousand in single-family loans, and $76 thousand in consumer loans. Approximately $18 thousand of additional interest income would have been recorded during the nine months ended March 31, 1999, if the Company's nonaccrual and restructured loans had been current in accordance with their original loan terms and outstanding throughout the nine months ended March 31, 1999. YEAR 2000 COMPLIANCE The Company outsources substantially all of its data processing requirements and it is to a large extent dependent upon vendor cooperation for systems used in its day-to-day business. The Company, in conjunction with its vendors, is testing its computer systems and requiring representations from its vendors that the products provided are or will be year 2000 compliant. The Company has developed a plan of action to help ensure that its operational and financial systems will not be adversely affected by year 2000 software/hardware failures due to processing errors arising from calculations using the year 2000 date. Substantially all hardware and software products were compliant at December 31, 1998. In the unlikely event that the systems tested do not, in fact, operate properly when the year 2000 does arrive, all customer accounts, deposits and loans, as well as accounting systems, will be maintained manually to ensure business continuation while systems are being corrected. The Company has not and does not expect to incur material expenditures to address the year 2000 issue. Based upon current estimates, the Company does not expect to incur more than $75 thousand (pre-tax) in year 2000 remediation expenses. Any year 2000 compliance failures, which are currently unknown, could result in additional expenses or business disruption to the Company. 16 FORWARD LOOKING STATEMENTS When used in this Form 10-Q, 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. 17 ITEM 3. QUANTITATIVE 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 U.S. 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 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. The Federal Reserve Board, together with the Office of the Comptroller of the Currency and the Federal Deposit Insurance Corporation, adopted a Joint Agency Policy Statement on Interest-Rate Risk, effective June 26, 1996. The policy statement provides guidance to examiners and bankers on sound practices for managing interest rate risk, which will form the basis for ongoing evaluation of the adequacy of interest-rate risk management at supervised institutions. The policy statement also outlines fundamental elements of sound management that have been identified in prior Federal Reserve guidance and discusses the importance of these elements in the context of managing interest-rate risk. Specifically, the guidance emphasizes the need for active board of director and senior management oversight and a comprehensive risk-management process that effectively identifies, measures, and controls interest-rate risk. 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. Several techniques might be used by an institution to minimize interest rate risk. One approach used by the Company is to periodically analyze its assets and liabilities and make future financing and investment decisions based on payment streams, interest rates, contractual maturities, and estimated sensitivity to actual or potential changes in market interest rates. Such activities fall under the broad definition of asset/liability management. The Company's primary asset/liability management technique is 18 the measurement of the Company's asset/liability gap, which was discussed in detail under "Asset and Liability Management" commencing on page 11. An institution could also manage interest rate risk by selling existing assets, repaying certain liabilities or matching repricing periods for new assets and liabilities (for example, by shortening terms of new loans or investments). A large portion of an institution's liabilities may be short-term or due on demand, while most of its assets may be invested in long-term loans or investments. Accordingly, the Company seeks to have in place sources of cash to meet short-term demands. These funds can be obtained by increasing deposits, borrowing, or selling assets. Also, FHLB advances and wholesale borrowings have become increasingly important sources of liquidity for the Company. Financial institutions are also subject to prepayment risk in falling rate environments. For example, mortgage loans and other financial assets may be prepaid by a debtor so that the debtor may refund its obligations at new, lower rates. Prepayments of assets carrying higher rates reduce the Company's interest income and overall asset yields. An institution might also invest in more complex financial instruments intended to hedge, or otherwise change the interest rate risk of existing assets, liabilities, or anticipated transactions. Interest rate swaps, futures contracts, options on futures, and other such derivative financial instruments often are used for this purpose. Because these instruments are sensitive to interest rate changes, they require management expertise to be effective. The Company has not purchased derivative financial instruments in the past and does not presently intend to purchase such instruments in the near future. The following table provides information about the Company's financial instruments that are sensitive to changes in interest rates as of March 31, 1999, based on the information and assumptions in the notes. The Company's assumptions are based on statistical data provided by a federal regulatory agency in the Company's market area, and are believed to be reasonable. The Company had no derivative financial instruments or trading portfolio as of March 31, 1999. The expected maturity date values for loans receivable, mortgage-backed securities, and investment securities were calculated by adjusting the instrument's contractual maturity date for expectations of prepayments. Similarly, expected maturity date values for interest-bearing core deposits were calculated based upon estimates of the period over which the deposits would be outstanding. With respect to the Company's adjustable rate instruments, expected maturity date values were measured by adjusting the instrument's contractual maturity date for expectations of prepayments. Substantially all of the Company's investment securities portfolio is comprised of callable government agency securities. From a risk management perspective, the Company believes that repricing dates, as opposed to expected maturity dates, may be a more relevant metric in analyzing the value of such instruments. Company borrowings were tabulated by contractual maturity dates and without regard to any conversion or repricing dates. 19 EXPECTED MATURITY DATE-QUARTER ENDED MARCH 31, There- Fair 2000 2001 2002 2003 2004 after Total Value ------- ------- ------- ------- ------ ------- -------- -------- ON-BALANCE SHEET FINANCIAL INSTRUMENTS Interest-earning assets: Loans receivable (1)(2)(3)(4) Fixed rate $31,973 $19,999 $14,426 $11,874 $8,737 $32,886 $119,895 $123,312 Average interest rate 7.91% 7.71% 7.62% 7.58% 7.50% 7.37% Adjustable rate 11,934 8,596 6,399 4,905 3,851 6,099 41,784 43,795 Average interest rate(5) 6.11% 6.06% 6.01% 5.97% 5.94% 5.93% Mortgage-backed securities Fixed rate --- --- 87 1,158 614 56,321 58,180 58,186 Average interest rate 0.00% 0.00% 8.00% 5.97% 6.11% 6.77% Adjustable rate 107 --- --- --- --- 16,638 16,745 17,099 Average interest rate(6) 6.41% 0.00% 0.00% 0.00% 0.00% 6.15% Investments(7) 17,957 --- --- --- --- 64,897 82,854 82,134 Average interest rate 6.39% 0.00% 0.00% 0.00% 0.00% 6.91% Interest-bearing deposits 713 --- --- --- --- --- 713 713 Average interest rate 5.07% 0.00% 0.00% 0.00% 0.00% 0.00% ------- ------- ------- ------- ------ ------- -------- -------- Total $62,684 $28,595 $20,912 $17,937 $13,202 $176,841 $320,171 $325,239 Interest-bearing liabilities: Interest-bearing deposits and escrows(8)(9)(10) $92,719 $19,081 $19,081 $8,718 $8,718 $22,923 $171,240 $171,509 Average interest rate 4.21% 3.49% 3.49% 3.51% 3.51% 2.11% Borrowings 25,779 35,000 16,500 --- --- 42,000 119,279 119,283 Average interest rate 5.28% 5.69% 5.89% 0.00% 0.00% 5.06% ------- ------- ------- ------- ------ ------- -------- -------- Total $118,498 $54,081 $35,581 $ 8,718 $ 8,718 $64,923 $290,519 $290,792 20 (1) Net of undisbursed loan proceeds and does not include net deferred loan fees or the allowance for loan losses. (2) For single-family residential loans, assumes annual amortization and prepayment rate at 40% for adjustable rate loans, and 15% to 44% for fixed rate loans. For multi-family residential loans and other loans, assumes amortization and prepayment rate of 12%. (3) For second mortgage loans, assumes annual amortization and prepayment rate of 18%. (4) Consumer loans assumes amortization and prepayment rate of 13%. (5) Substantially all of the Company's adjustable rate loans reprice on an annual basis based upon changes in the one-year constant maturity treasury index with various market based annual and lifetime interest rate caps and floors. (6) Substantially all of the Company's adjustable rate mortgage-backed securities reprice on a monthly basis based upon changes in the one month LIBOR index with various lifetime caps and floors. (7) Totals include the Company's investment in Federal Home Loan Bank stock. Amounts adjusted to reflect called investment securities totaling approximately $1.1 million through March 31, 1999, and $15.6 million expected to be called by December 31, 1999. (8) For regular savings accounts, assumes an annual decay rate of 17% for three years or less, 16% for more than three through five years and 14% for more than five years. (9) For NOW accounts, assumes an annual decay rate of 37% for one year or less, 32% for more than one through three years and 17% for more than three years. (10) For money market deposit accounts, assumes an annual decay rate of 79% for one year or less and 31% for more than one year. 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 March 31, 1999. Anticipated Transactions ------------------------ Undisbursed construction and land development loans Fixed rate $6,251 8.19% Adjustable rate 8,480 8.76% Undisbursed lines of credit Adjustable rate 10,000 7.83% Loan origination commitments Fixed rate 4,127 6.90% Adjustable rate 1,162 8.48% Letters of credit Adjustable rate 45 10.75% ----- $30,065 The Company believes that there were no material changes to the Company's anticipated transactions during the nine months ended March 31, 1999, other than increases due to the timing of the construction market and the low interest rate environment. 21 PART II - OTHER INFORMATION - --------------------------- ITEM 1. Legal Proceedings ----------------- 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 consolidated financial condition of WVS Financial Corp. ITEM 2. Changes in Securities --------------------- Not applicable. ITEM 3. Defaults Upon Senior Securities ------------------------------- Not applicable. ITEM 4. Submission of Matters to a Vote of Security Holders --------------------------------------------------- Not applicable. ITEM 5. Other Information ----------------- Not applicable. ITEM 6. Exhibits and Reports on Form 8-K -------------------------------- (a) The following exhibit is filed as part of this Form 10-Q, and this list includes the Exhibit Index. Number Description Page ------ ----------- ---- 27 Financial Data Schedule E-1 (b) The Company filed a Current Report on Form 8-K, dated February 24, 1999, reporting under Item 5 that the Company's Board of Directors authorized the repurchase of up to 167,000 shares, or approximately five percent, of the Company's outstanding common stock. Repurchases are authorized to be made during the next twelve months as market conditions warrant. All repurchased shares will be held as treasury stock and may be reserved for issuance pursuant to the Company's stock benefit plans. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. WVS FINANCIAL CORP. May 7, 1999 BY:/s/ David J. Bursic - ----------- ---------------------- Date David J. Bursic President and Chief Executive Officer (Principal Executive and Financial Officer)