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Exhibit - 99.
POTTERS FINANCIAL
CORPORATION
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Contact: ON BEHALF OF UCFC ON BEHALF OF PTRS
Patrick A. Kelly Edward L. Baumgardner
United Community Financial Corp. Potters Financial Corporation
(330) 742-0592 (330) 385-0770 x226
UNITED COMMUNITY FINANCIAL CORP. AND POTTERS FINANCIAL CORPORATION ANNOUNCE
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MERGER
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EAST LIVERPOOL, Ohio (September 6, 2001) - United Community Financial Corp.
(Nasdaq: UCFC), holding company for The Home Savings and Loan Company and Butler
Wick Corp., announced today that it has signed a definitive agreement to acquire
Potters Financial Corporation (Nasdaq: PTRS). Potters, based in East Liverpool,
Ohio, is the holding company for Potters Bank, which operates four branches and
one loan production office in Eastern Ohio and Western Pennsylvania.
In a cash transaction valued at $23.6 million, United Community has agreed to
pay $22.00 per share to Potters' shareholders. This consideration represents
14.9 times Potters' last twelve months core net income and 181% of 6/30/01 book
value. Potters currently has assets of $151 million, which will bring United
Community's total assets to $2.1 billion. The transaction is expected to be
immediately accretive to earnings.
Subject to the approval of regulatory authorities and Potters' shareholders, the
transaction is anticipated to be completed during the first quarter of 2002. At
that time Potters Bank will be merged into The Home Savings and Loan Company and
Potters' branches will become offices of Home Savings, bringing the total number
of Home Savings full-service branches to 33, up from 17 branches just one year
ago.
"This transaction represents another step toward implementing our strategic
objective of geographic expansion," said Douglas M. McKay, President and
Chairman of United Community. "We are very impressed with Potters' performance
in recent years as well as their commitment to delivering exceptional customer
service. In support of our growth efforts, Potters currently maintains the
largest deposit market share in East Liverpool, which will allow United
Community to climb from fourth place to second place in total deposit market
share in the Youngstown - Warren MSA."
McKay also stated, "We believe that this combination will be well received by
Potters' customers who will have full access to transact banking business at any
of our branch locations, ATMs and our internet banking web site."
519 Broadway, P.O. Box 1028, East Liverpool, Ohio, 43920, Phone 330-385-0770
or 800-685-0761 Fax 330-385-3508
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"This agreement with United Community is a win-win situation for all
constituencies" said Ed Baumgardner, President and CEO of Potters. "Employees
will benefit from becoming part of a larger organization that is focused on
growth while still maintaining its community bank heritage, and our customers
will benefit from a broadened array of financial products and services, such as
online banking and expanded lending programs."
As part of United Community's strategic plan, its subsidiaries have each made
many recent advancements. Throughout the past 18 months, Home Savings has hired
several new executives, while opening three new full-service branches in
Mahoning and Trumbull counties and four loan origination offices in Cuyahoga,
Lake, Stark and Summit counties. Within the same time period, Butler Wick has
opened two new offices; a trust office in Trumbull County and a capital markets
office in Franklin County. Both Home Savings and Butler Wick have also recently
introduced new products and services to better serve existing customers as well
as to attract new prospects. In addition, on July 1, 2001, United Community
completed the acquisition of Industrial Bancorp Inc. of Bellevue, Ohio, adding
approximately $400 million in assets with Industrial's 12 branches in north
central Ohio.
United Community Financial Corp. is an Ohio-based unitary thrift holding
company. Its subsidiaries include The Home Savings and Loan Company and Butler
Wick Corp. Home Savings has 29 full-service branches and four loan production
offices located across northern Ohio, while Butler Wick has 11 full-service
offices and one trust office located throughout Northeastern Ohio and Western
Pennsylvania. Additional information on United Community may be found on its web
site: www.ucfconline.com.
Potters Financial is the holding company for Potters Bank, headquartered in East
Liverpool, Ohio. Potters Bank serves customers in Columbiana and Mahoning
Counties in Ohio and in Beaver County, Pennsylvania. Additional information on
Potters may be found on its web site: www.pottersbank.com.
This press release includes statements that may constitute forward-looking
statements made pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. The following statements are forward-looking in
nature: the Potters acquisition being accretive to earnings; converting Potters
Bank name to The Home Savings and Loan Company name; and expanding the product
line at Potters Bank. These statements are subject to risks and uncertainties
that could cause actual results to differ materially from the forward-looking
statements. Such risks include, among other factors, regulator's approval of the
transaction, acceptance of new products in the marketplace, economic conditions
and changes in interest rates. For a more complete list of risk factors, read
United Community's Form 10K filed with the Securities and Exchange Commission.
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UNITED COMMUNITY FINANCIAL CORPORATION'S ACQUISITION OF POTTERS FINANCIAL
CORPORATION
PRO FORMA COMBINED FACT SHEET
JUNE 30, 2001
($ In thousands except per share)
UCFC (a) INDUSTRIAL POTTERS (b) PRO FORMA
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Total assets $1,485,226 $424,082 $151,466 $2,060,774
Loans Receivable - net 1,047,698 380,056 108,939 1,536,693
Deposits 967,468 313,563 119,526 1,400,557
Shareholders' equity 256,620 59,241 12,945
Equity / assets 17.28% 13.97% 8.55%
Tangible equity / assets 17.28% 13.97% 8.55%
Return on average assets 0.89% 1.19% (c)
Return on average equity 4.48% 14.77% (c)
Non-performing loans to loans 0.62% 0.77% 0.92% 0.68%
Non-performing assets to assets 0.46% 0.70% 0.72%
Loan loss reserve to non - performing loans 108.4% 91.7% 186.4% 111.2%
LTM net charge-offs to average loans 0.02% 0.01% 0.16%
Earnings per share $0.36 $1.79 (c)
Book value per share $7.90 $12.97
Shares outstanding 35,940,809 997,989 35,940,809
Market capitalization ($MM) $312.7 $15.0 $312.7
Full-service offices 17 12 4 33
(a) Since the Industrial transaction closed on 7/1/01, UCFC's balance sheet and
financial data is on a stand alone basis and ROAA, ROAE and EPS numbers are
for the last twelve months ended 6/30/01;
(b) ROAA, ROAE, and EPS numbers are for the last twelve months ended 6/30/01
(c) Pro forma historical numbers are not shown, as merger synergies could not
be accurately reflected.