SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2001
Commission File Number 0-22953
A. Pioneer Bank, FSB Profit Sharing 401(k) Plan
B. Pioneer Bank, FSB
PO Box 846
Baker City, Oregon 97814
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the employee benefit plan) have duly
caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
Pioneer Bank, FSB Profit Sharing 401(k) Plan
Date: June 27, 2002 /s/Jonathan McCreary
------------- ---------------------------------------------
Jonathan McCreary
as Trustee for the Plan
Financial Statements
PIONEER BANK, FSB
PROFIT SHARING 401(k) PLAN
December 31, 2001 and 2000
TABLE OF CONTENTS
Page No.
--------
INDEPENDENT AUDITORS' REPORT................................ 1
FINANCIAL STATEMENTS
Statements of Net Assets Available for Benefits............ 2
Statement of Changes in Net Assets Available for Benefits.. 3
Notes to Financial Statements.............................. 4
SUPPLEMENTAL INFORMATION
Schedule of Assets (Held at End of Year)................... 10
INDEPENDENT AUDITORS' REPORT
To the Administrative Committee
Pioneer Bank, FSB Profit Sharing 401(k) Plan
Baker City, Oregon
We have audited the accompanying statements of net assets available for
benefits of Pioneer Bank, FSB Profit Sharing 401(k) Plan as of December 31,
2001 and 2000, and the related statement of changes in net assets available
for benefits for the year ended December 31, 2001. These financial statements
are the responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with U.S. generally accepted auditing
standards. 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 financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of Pioneer Bank,
FSB Profit Sharing 401(k) Plan as of December 31, 2001 and 2000 and the
changes in net assets available for benefits for the year ended December 31,
2001 in conformity with U.S. generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets
held for investment purposes is presented for purposes of additional analysis
and are not a required part of the basic financial statements but is
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The supplemental schedules have been subjected to the
auditing procedures applied in our audits of the basic financial statements
and, in our opinion, are fairly stated in all material respects in relation to
the basic financial statements taken as a whole.
/s/Balukoff Lindstrom & Co., P.A.
Balukoff Lindstrom & Co., P.A.
June 4, 2002
Boise, Idaho
-1-
PIONEER BANK FSB PROFIT SHARING 401(k)PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 2001 and 2000
2001 2000
-------------- --------------
ASSETS
Investments, at fair value $ 3,550,879 $ 3,726,880
Participant loans 113,520 93,591
-------------- --------------
Total investments 3,664,399 3,820,471
Contributions receivable
Employer 4,041 312
Employee 7,839 725
-------------- --------------
11,880 1,037
-------------- --------------
TOTAL ASSETS 3,676,279 3,821,508
LIABILITIES - -
-------------- --------------
TOTAL LIABILITIES - -
-------------- --------------
NET ASSETS AVAILABLE FOR BENEFITS $ 3,676,279 $ 3,821,508
============== ==============
See accompanying notes
-2-
PIONEER BANK FSB PROFIT SHARING 401(k) PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year Ended December 31, 2001
ADDITIONS TO NET ASSETS ATTRIBUTED TO
Investment income
Net depreciation in fair value of investments $ (382,460)
Interest and dividends 39,288
-------------
(343,172)
Contributions
Employee 229,499
Employer match 110,541
-------------
340,040
-------------
TOTAL ADDITIONS (3,132)
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO
Withdrawals and benefit payments 141,402
Administrative expenses and other 695
-------------
TOTAL DEDUCTIONS 142,097
-------------
NET DECREASE IN NET ASSETS
AVAILABLE FOR BENEFITS (145,229)
NET ASSETS AVAILABLE FOR BENEFITS,
BEGINNING OF YEAR 3,821,508
------------
NET ASSETS AVAILABLE FOR BENEFITS,
END OF YEAR $ 3,676,279
============
See accompanying notes
-3-
PIONEER BANK, FSB PROFIT SHARING 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2001 and 2000
NOTE A - DESCRIPTION OF THE PLAN
General
- -------
The following description of the Pioneer Bank, FSB (the Employer) Profit
Sharing 401(k) Plan (the Plan) provides general information. Participants
should refer to the Plan agreement for a description of the Plan provisions.
The Plan is a profit sharing plan established July 1, 1959, to provide
retirement and incidental benefits to eligible employees. The Plan is subject
to the provisions of the Employee Retirement Income Security Act of 1974
(ERISA).
All regular employees are eligible to participate in the Plan upon attaining
the age of 18 and completing one hour of service.
Prudential Mutual Fund Management, Inc. is the Plan Administrator and
Custodian. The Trustees are Michelle D. Kaseberg, William H. Winegar,
Jonathan McCreary, and Anne Raffetto.
Employee Contributions
- ----------------------
Participants may elect to defer up to 10% of their annual compensation, as
defined by the Plan, up to the maximum deferrable amount allowed by the
Internal Revenue Service. The Plan accepts rollover contributions of amounts
distributed from another qualified plan or a qualified individual retirement
account. Participants may elect to deposit their contributions in any of the
investment options available.
Employer Contributions
- ----------------------
The Employer makes dollar-for-dollar matching contributions to a participant's
account up to a maximum of 3.33% of the participant's annual pretax
compensation that is beneath the annual compensation limit imposed by the IRS.
Additional Employer contributions may be made on a discretionary basis, in
amounts determined by the Employer annually. Employer contributions are
allocated to all employees who are eligible for the Plan and employed on the
last day of the Plan year, as well as employees who died or became disabled
during the Plan year, and former employees who retired under the Plan.
Employer contributions are allocated based on the ratio of each participant's
compensation in relation to total compensation of all eligible participants.
-4-
PIONEER BANK, FSB PROFIT SHARING 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2001 and 2000
Vesting
- -------
Participants are, at all times, fully vested in their employee account
balance. Participants become vested in their employer account balance over a
six-year period based upon their years of service with the employer as
follows:
Years of Percentage of
Service Vested Interest
-------- ---------------
Less than 2 years 0%
2 years 20%
3 years 40%
4 years 60%
5 years 80%
Six or more years 100%
Participants vest immediately in their employee deferrals and rollover
contributions plus actual earnings thereon. The Plan provides for
participants to be fully vested upon death, permanent disability or the
attainment of age 65.
Distributions
- -------------
Upon a participant's retirement, death or separation from service,
participants may elect either a lump sum cash payment or, if the value of the
benefit exceeds $5,000, approximate equal payments made at least once a year
over a period not to exceed the life expectancy of the participant or
beneficiary. At December 31, 2001 and 2000, vested benefits of terminated
employees totaled $1,031,623 and $364,171, respectively.
The Plan has provisions for hardship withdrawals from the participant's
deferral account. Matching contributions and allocated earnings are not
available for hardship withdrawals.
Forfeitures
- -----------
Upon termination of employment with the Employer, participants are entitled to
a distribution of their vested account balances. Forfeitures of terminated
participant's nonvested benefits are applied to pay administrative expenses
and reduce the Employee's contributions to the Plan. For the years ended
December 31, 2001 and 2000, there were $4,621 and $4,086 of forfeited account
balances, respectively.
-5-
PIONEER BANK, FSB PROFIT SHARING 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2001 and 2000
Participant Accounts
- --------------------
Each participant's account is credited with the employee's contributions and
the employer's discretionary matching contributions. Dividend and interest
income, net of administrative expenses with respect to each category of
investments, is allocated to participants' accounts based upon their pro-rata
share of the equity in each investment fund before such allocation.
Expenses
- --------
Substantially all administration expenses of the Plan are paid by the Employer
on behalf of the Plan and will not be reimbursed. The participant pays
expenses incident to certain transactions.
Termination
- -----------
Although the Employer expects to continue the Plan indefinitely, the Employer
may terminate the Plan in whole or in part at any time upon giving written
notice to the Administrator and Trustee. If the Plan is terminated, the
account of each participant will be fully vested and nonforfeitable as of the
effective date of the Plan termination.
Participant Loans
- -----------------
Participants may borrow from their fund accounts up to a maximum equal to the
lesser of $50,000 or 50% of their vested account balance. Loan transactions
are treated as a transfer from the investment to the Loan Fund. Payments on
loans are treated as a transfer from the Loan fund to the investment. Loan
terms generally range from 1-5 years with principal and interest payments
monthly. The loans are secured by the balance in the participant's account
and bear interest at a rate commensurate with local prevailing rates as
determined by the Plan administrator.
Plan Amendments
- ---------------
The Company has the right to amend or terminate the Plan and Trust Agreement.
NOTE B - SUMMARY OF ACCOUNTING POLICIES
Investment Valuation and Income Recognition
- -------------------------------------------
Investments in guaranteed interest accounts are carried at contract value,
which approximates principal amounts contributed to the accounts, plus accrued
interest, less distributions from the contract. Investments in all other
investment options are carried at their fair value measured and quoted market
prices in active markets or by the contracted price. Investment income is
recorded as earned.
-6-
PIONEER BANK, FSB PROFIT SHARING 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2001 and 2000
Purchases and sales of securities are recorded on a trade-date basis.
Dividends are recorded on the ex-dividend date.
Payment of Benefits
- -------------------
Benefits are recorded when paid.
Estimates
- ---------
The preparation of financial statements in conformity with U.S. generally
accepted accounting principles requires the plan administrator to make
estimates and assumptions that affect certain reported amounts and
disclosures. Accordingly, actual results may differ from those estimates.
NOTE C INVESTMENTS
At December 31, 2001 and 2000, investment that constitute 5% of Plan assets
are as follows:
Fund 2001 2002
----------------------------- --------------- --------------
Guaranteed Interest Accounts $ 243,217 $ 228,128
Prudential Jennison Growth Fund 428,443 487,405
Putnam International Growth Fund 345,310 423,504
Putnam New Opportunities Fund 288,453 400,841
Putnam OTC Emerging Growth Fund ** 193,225
AIM Constellation Fund 386,591 507,740
Fidelity Advisor Equity Income Fund 323,350 297,921
Oregon Trail Financial Corp Stock 835,325 734,715
Prudential Equity Fund ** 128,763
Prudential High Yield Bond Fund ** 136,252
** These funds did not meet the 5% threshold in the respective year.
The Plan presents in the statement of changes in net assets available for
benefits the net appreciation in the fair value of its investments, which
consists of realized gains or losses and unrealized appreciation
(depreciation) on those investments.
NOTE D - GUARANTEED INTEREST ACCOUNTS
The Plan invests in pooled guaranteed interest accounts with an average return
of 5.3% and 5.9% for the years ended December 31, 2001 and 2000, respectively.
-7-
PIONEER BANK, FSB PROFIT SHARING 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2001 and 2000
NOTE E RELATED PARTIES
Oregon Trail Financial Corporation is the savings and loan holding company of
the Employer upon the conversion from a federally chartered mutual to a
federal chartered stock savings bank on October 3, 1997. Oregon Trail
Financial Corporation stock is an investment option available to all
participants within the Plan.
NOTE F - INCOME TAX STATUS
The Plan adopted a prototype plan and consequently is relying on the
determination received by the prototype. The Plan has been amended since
adoption of the prototype plan. However, the Plan administrator and the
plan's tax counsel believe the Plan is currently designed and being operated
in compliance with the applicable requirements of the Internal Revenue Code.
Therefore, no provision for income taxes has been included in the Plan's
financial statements.
-8-
SUPPLEMENTAL INFORMATION
PIONEER BANK FSB PROFIT SHARING 401(k)PLAN
EIN: 93-0159250
Plan Number 001
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2001
Current
(a) (b) Identity of Issue (c) Description (d) Cost ** (e) Value
- ------ --------------------- --------------- ----------- ----------
Prudential Investments
* Prudential Money Market
Fund Money Market Fund $ 44,554
* Equity Fund Large Value Stock Fund 99,353
* Global Growth Fund Global Stock Fund 19,031
* High Yield Fund High Yield Bond Fund 137,454
* Short-Term Corporate
Bond Fund Short-Term Bond Fund 46,318
* Stock Index Fund Large Blend Stock Fund 40,985
* Jennison Growth Fund Large Growth Stock Fund 428,443
* Jennison Equity Opp A Mid-Cap Value 43,717
Putnam Investments
International Growth
Fund Foreign Stock Fund 345,310
New Opportunities Fund Large Growth Stock Fund 288,453
OTC Emerging Growth
Fund Mid-Cap Growth Stock Fund 117,572
Oppenheimer Investments
Quest Global Value A World Stock 15,249
Quest Balanced Value A Domestic Hybrid 28,584
AIM Investments
Constellation Fund Large Growth Stock Fund 386,591
Fidelity Advisor
Equity Income Fund Large Value Stock Fund 323,350
John Hancock
Technology Fund Specialty Stock Fund 107,373
Company Stock
* Oregon Trail Financial
Corp. Stock 835,325
Guaranteed Interest Accounts
GIA Accounts Guaranteed Interest Accounts 243,217
Loans
Participant Loans Interest rate 7.75% - 8.75% 113,520
----------
TOTAL ASSETS HELD FOR INVESTMENT PURPOSES $3,664,399
==========
* Known party in interest
-10-
PIONEER BANK FSB PROFIT SHARING 401(k)PLAN
EIN: 93-0159250
Plan Number 001
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December 31, 2001
Current
(a) (b) Identity of Issue (c) Description (d) Cost ** (e) Value
- ------ --------------------- --------------- ----------- ----------
** Participant directed, therefore, no cost disclosure is necessary.
-11-