ADVANCE FINANCIAL SAVINGS BANK, F.S.B. CONSOLIDATED BALANCE SHEET (UNAUDITED) September 30, June 30, 1996 1996 -------------- --------------- ASSETS Cash and Cash Equivalents Cash and amounts due from banks $ 821,219 $ 948,671 Interest - bearing deposits with other institutions 2,816,503 3,067,912 -------------- --------------- Total cash and cash equivalents 3,637,722 4,016,583 Investment Securities Securities held to maturity (fair value of $4,299,999 and $4,761,709) 4,299,534 4,799,596 Securities available for sale 65,735 68,549 -------------- --------------- Total investment securities 4,365,269 4,868,145 Mortgage - backed securities (fair value of $517,883 and $561,203) 517,544 536,808 Loans held for sale 380,000 1,375,143 Loans receivable, (net of allowance for loan losses of $328,275 and $324,983) 80,769,371 77,565,831 Office properties and equipment, net 2,094,207 2,099,470 Federal Home Loan Bank Stock, at cost 559,500 559,500 Accrued interest receivable 543,897 521,187 Other assets 308,416 309,726 -------------- --------------- Total assets $ 93,175,926 $ 91,852,393 ============== =============== LIABILITIES AND RETAINED EARNINGS Deposits $ 79,013,919 $ 80,770,646 Advances from Federal Home Loan Bank 7,368,202 4,376,452 Advances from borrowers for taxes and insurance 121,434 182,977 Accrued interest payable and other liabilities 621,384 322,439 -------------- --------------- Total liabilities 87,124,939 85,652,514 -------------- --------------- Retained Earnings - substantially restricted 6,059,898 6,209,329 Net unrealized loss on securities (8,911) (9,450) -------------- --------------- Total retained earnings 6,050,987 6,199,879 -------------- --------------- Total liabilities and retained earnings $ 93,175,926 $ 91,852,393 ============== =============== See accompanying notes to the unaudited consolidated financial statements. ADVANCE FINANCIAL SAVINGS BANK, F.S.B. CONSOLIDATED STATEMENT OF INCOME (UNAUDITED) Three Months Ended September 30, 1996 1995 -------------- --------------- INTEREST AND DIVIDEND INCOME Loans $ 1,623,884 $ 1,498,671 Investment securities 70,004 44,379 Interest - bearing deposits with other institutions 29,303 30,171 Mortgage - backed securities 21,735 27,691 Dividends on Federal Home Loan Bank Stock 8,966 8,538 -------------- --------------- Total interest and dividend income 1,753,892 1,609,450 -------------- --------------- INTEREST EXPENSE Deposits 905,796 893,553 Advances from Federal Home Loan Bank 73,516 36,424 -------------- --------------- Total interest expense 979,312 929,977 -------------- --------------- NET INTEREST INCOME 774,580 679,473 Provision for loan losses 3,000 4,553 -------------- --------------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 771,580 674,920 -------------- --------------- NONINTEREST INCOME Service charges on deposit accounts 57,208 42,457 Gain on sale of loans 7,043 - Other income 18,633 15,594 -------------- --------------- Total noninterest income 82,884 58,051 -------------- --------------- NONINTEREST EXPENSE Compensation and employee benefits 229,087 195,355 Occupancy and equipment 52,227 51,009 Deposit insurance premiums 515,593 41,125 Professional fees 23,358 23,259 Advertising 29,050 16,261 Data processing charges 39,988 36,293 Other expenses 170,188 130,192 -------------- --------------- Total noninterest expense 1,059,491 493,494 -------------- --------------- Income before income taxes (205,027) 239,477 Income taxes (55,596) 89,918 -------------- --------------- NET INCOME $ (149,431) $ 149,559 ============== =============== See accompanying notes to the unaudited consolidated financial statements. ADVANCE FINANCIAL SAVINGS BANK, F.S.B. CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED) Three Months Ended September 30, 1996 1995 ----------- -------------- OPERATING ACTIVITIES Net income (149,431) 339,251 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, amortization and accretion, net 15,222 (10,964) Provision for loan losses 3,000 4,553 Proceeds from sale of loans 995,143 - Increase in federal deposit insurance premiums 469,908 - Decrease (increase) in accrued interest receivable and other assets (21,400) 53,791 Decrease in accrued interest payable and other liabilities (24,301) (48,694) Decrease (increase) in federal income tax receivable (159,768) 3,171 Increase (decrease) in deferred federal income taxes 13,106 (185,715) ---------- --------------- Net cash provided by operating activities 1,141,479 155,393 ---------- --------------- INVESTING ACTIVITIES Proceeds from maturities of held to maturities 500,000 - securities Principal collected on mortgage - backed securities 19,264 29,199 Net increase in loans (3,195,917) (2,141,081) Proceeds from the sale of other real estate - 298,000 Purchases of office properties and equipment (17,167) (224,389) ---------- --------------- Net cash used for investing activities (2,693,820) (2,038,271) ---------- --------------- FINANCING ACTIVITIES Net increase (decrease) in deposits (1,756,727) 1,488,479 Net increase (decrease) in advances from Federal Home Loan Bank 2,991,750 (247,700) Net change in advances for taxes and insuraance (61,543) (49,341) ---------- --------------- Net cash provided by financing activities 1,173,480 1,191,438 ---------- --------------- Decrease in cash and cash equivalents (378,861) (691,440) CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 4,016,583 3,139,383 ---------- --------------- CASH AND CASH EQUIVALENTS AT END OF YEAR 3,637,722 2,447,943 ---------- --------------- SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid during the period for: Interest on deposits and borrowings $ 974,509 $ 928,853 Income taxes 87,500 85,500 ADVANCE FINANCIAL SAVINGS BANK, F.S.B. NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 - BASIS OF PRESENTATION The consolidated financial statements of Advance Financial Savings Bank, f.s.b. ("Savings Bank") includes its wholly - owned subsidiary Advance Financial Service Corporation of West Virginia. All significant intercompany items have been eliminated. The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10 - KSB and, therefore, do not necessarily include all information that would be included in audited financial statements. The information furnished reflects all adjustments which are, in the opinion of management, necessary for a fair statement of the results of operations. All such adjustments are of a normal recurring nature. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year. Note 2 - SAVINGS ASSOCIATION INSURANCE FUNDS RECAPITALIZATION On September 30, 1996, the President signed into law legislation which included, among other things, recapitalization of the Savings Association Insurance Fund ("SAIF") of the Federal Deposit Insurance Corporation ("FDIC") by a one time charge to SAIF - insured institutions of 65.7 basis points per one hundred dollars of insurable deposits. The gross effect to the Bank amounted to $469,908, which was paid on November 29, 1996 and is reflected in the financial results of the Bank, for the quarter ended September 30, 1996. Note 2 - CONVERSION AND REORGANIZATION On September 3, 1996, the Board of Directors of the Bank adopted the Plan of Conversion pursuant to which the Bank proposed to convert from a federally-chartered mutual savings bank to a federally-chartered stock savings bank and concurrently form a Bank Holding Company. The conversion is expected to be accomplished throught the amendment of the Bank's federal charter and the sale of the holding company's common stock in an amount equal to the pro forma market value of the Bank after giving effect of the conversion. A subscription offering of the sale of the Bank's common stock will be offered initially to the Bank's depositors, then to other members and directors, officers, and employees of the Bank. Any shares of the Bank's common stock not sold in the subscription offering will be offered for sale to the general public in the Bank's market area. The Bank received regulatory approval on November 12, 1996.