FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20552 (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 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 No. 0-25300 HARVEST HOME FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Ohio 31-1402988 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 3621 Harrison Avenue Cheviot, Ohio 45211 (Address of principal (Zip Code) executive office) Registrant's telephone number, including area code: (513) 661-6612 Check whether the issuer (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 requirements for the past 90 days. Yes X No As of August 9, 1999, the latest practicable date, 875,289 shares of the registrant's common stock, without par value, were issued and outstanding. Page 1 of 18 pages Harvest Home Financial Corporation INDEX Page PART I - FINANCIAL INFORMATION Consolidated Statements of Financial Condition 3 Consolidated Statements of Earnings 4 Consolidated Statements of Comprehensive Income 5 Consolidated Statements of Cash Flows 6 Notes to Consolidated Financial Statements 8 Management's Discussion and Analysis of Financial Condition and Results of Operations 11 PART II - OTHER INFORMATION 17 SIGNATURES 18 Harvest Home Financial Corporation CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (In thousands, except share data) June 30, September 30, ASSETS 1999 1998 Cash and due from banks $ 801 $ 1,505 Federal funds sold 900 200 Interest-bearing deposits in other financial institutions 2,306 1,182 ------- ------ Cash and cash equivalents 4,007 2,887 Investment securities designated as available for sale - at market 5,970 4,032 Mortgage-backed securities designated as available for sale - at market 35,600 37,864 Loans receivable - net 51,029 48,797 Office premises and equipment - at depreciated cost 1,212 1,117 Federal Home Loan Bank stock - at cost 1,692 1,606 Accrued interest receivable on loans 261 257 Accrued interest receivable on mortgage-backed securities 161 173 Accrued interest receivable on investments and interest-bearing deposits 154 47 Prepaid expenses and other assets 145 114 Prepaid federal income taxes 22 - ------- ------ Total assets $100,253 $96,894 ======= ====== LIABILITIES AND STOCKHOLDERS' EQUITY Deposits $ 66,597 $60,225 Advances from the Federal Home Loan Bank 23,500 25,850 Advances by borrowers for taxes and insurance 54 119 Accrued interest payable 118 126 Other liabilities 162 230 Accrued federal income taxes - 65 Deferred federal income taxes - 302 ------- ------ Total liabilities 90,431 86,917 Stockholders' equity Common stock - 2,000,000 shares of no par value authorized; 991,875 shares issued - - Additional paid-in capital 6,900 6,903 Retained earnings - restricted 5,290 5,191 Shares acquired by Employee Stock Ownership Plan (224) (301) Shares acquired by Recognition and Retention Plan (194) (291) Unrealized gains (losses) on securities designated as available for sale, net of related tax effects (499) 87 Less 116,586 and 129,518 shares of treasury stock - at cost (1,451) (1,612) ------- ------ Total stockholders' equity 9,822 9,977 ------- ------ Total liabilities and stockholders' equity $100,253 $96,894 ======= ====== 3 Harvest Home Financial Corporation CONSOLIDATED STATEMENTS OF EARNINGS (In thousands, except share data) Nine months ended Three months ended June 30, June 30, 1999 1998 1999 1998 Interest income Loans $2,837 $2,698 $ 945 $ 917 Mortgage-backed securities 1,595 1,506 540 468 Investment securities 224 329 85 100 Interest-bearing deposits and other 229 259 70 61 ----- ----- ----- ----- Total interest income 4,885 4,792 1,640 1,546 Interest expense Deposits 2,250 2,210 757 737 Borrowings 913 886 310 237 ----- ----- ----- ----- Total interest expense 3,163 3,096 1,067 974 ----- ----- ----- ----- Net interest income 1,722 1,696 573 572 Provision for losses on loans 9 9 3 3 ----- ----- ----- ----- Net interest income after provision for losses on loans 1,713 1,687 570 569 Other income Gain on sale of investment and mortgage-backed securities designated as available for sale - 43 - 37 Other operating 61 46 21 15 ----- ----- ----- ----- Total other income 61 89 21 52 General, administrative and other expense Employee compensation and benefits 686 671 232 216 Occupancy and equipment 239 219 89 72 Federal deposit insurance premiums 27 27 9 9 Franchise taxes 87 93 27 32 Other operating 148 163 42 55 ----- ----- ----- ----- Total general, administrative and other expense 1,187 1,173 399 384 ----- ----- ----- ----- Earnings before income taxes 587 603 192 237 Federal income taxes Current 199 158 (44) 82 Deferred 1 38 110 (1) ----- ----- ----- ----- Total federal income taxes 200 196 66 81 ----- ----- ----- ----- NET EARNINGS $ 387 $ 407 $ 126 $ 156 ===== ===== ===== ===== EARNINGS PER SHARE Basic $.44 $.47 $.14 $.18 === === === === Diluted $.43 $.45 $.14 $.17 === === === === 4 Harvest Home Financial Corporation CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In thousands) Nine months Three months ended June 30, ended June 30, 1999 1998 1999 1998 Net earnings $ 387 $407 $ 126 $156 Other comprehensive income, net of tax: Unrealized holding gains (losses) on securities during the period (586) 184 (426) 124 Reclassification adjustment for realized gains included in earnings - (28) - (24) ---- --- ---- --- Comprehensive income (loss) $(199) $563 $(300) $256 ==== === ==== === 5 The Harvest Home Financial Corporation CONSOLIDATED STATEMENTS OF CASH FLOWS For the nine months ended June 30, (In thousands) 1999 1998 Cash flows provided by (used in) operating activities: Net earnings for the period $ 387 $ 407 Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: Amortization of deferred loan origination fees (25) (33) Depreciation and amortization 55 41 Amortization of premiums and discounts on mortgage-backed and investment securities - net 19 (7) Gain on sale of investment and mortgage-backed securities - (43) Amortization expense of stock benefit plans 210 193 Provision for losses on loans 9 9 Federal Home Loan Bank stock dividends (86) (73) Increase (decrease) in cash due to changes in: Accrued interest receivable on loans (4) (3) Accrued interest receivable on mortgage-backed securities 12 (16) Accrued interest receivable on investments and interest- bearing deposits (107) (27) Prepaid expenses and other assets (31) (73) Accrued interest payable (8) 5 Other liabilities (68) (104) Federal income taxes Current (87) 67 Deferred 1 38 ------ ----- Net cash provided by operating activities 277 381 Cash flows provided by (used in) investing activities: Principal repayments on mortgage-backed securities 13,381 16,367 Purchase of mortgage-backed securities (11,963) (21,984) Proceeds from sale of mortgage-backed securities - 1,884 Purchase of investment securities (4,000) - Proceeds from maturity of investment securities 2,000 2,000 Principal repayments on loans 9,182 9,254 Loan disbursements (11,398) (12,679) Purchase of Federal Home Loan Bank stock - (286) Purchase of office equipment (150) (187) ------ ------ Net cash used in investing activities (2,948) (5,631) Cash flows provided by (used in) financing activities: Net increase in deposits 6,372 826 Proceeds from Federal Home Loan Bank advances 8,000 24,100 Repayment of Federal Home Loan Bank advances (10,350) (22,600) Advances by borrowers for taxes and insurance (65) (53) Dividends paid on common stock (288) (296) Purchase of treasury stock - (516) Stock options exercised 122 - ------ ------ Net cash provided by financing activities 3,791 1,461 ------ ------ Net increase (decrease) in cash and cash equivalents 1,120 (3,789) Cash and cash equivalents at beginning of period 2,887 5,264 ------ ------ Cash and cash equivalents at end of period $ 4,007 $ 1,475 ====== ====== 6 The Harvest Home Financial Corporation CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) For the nine months ended June 30, (In thousands) 1999 1998 Supplemental disclosure of cash flow information: Cash paid during the year for: Federal income taxes $ 295 $ 182 ===== ===== Interest on deposits and borrowings $3,171 $3,091 ===== ===== Supplemental disclosure of noncash investing activities: Unrealized gains (losses) on securities designated as available for sale, net of related tax effects $ (586) $ 156 ===== ===== 7 Harvest Home Financial Corporation NOTES TO CONSOLIDATED FINANCIAL STATEMENTS For the nine and three month periods ended June 30, 1999 and 1998 1. Basis of Presentation The accompanying unaudited consolidated financial statements were prepared in accordance with instructions for Form 10-QSB and, therefore, do not include information or footnotes necessary for a complete presentation of consolidated financial position, results of operations and cash flows in conformity with generally accepted accounting principles. Accordingly, these financial statements should be read in conjunction with the consolidated financial statements and notes thereto of Harvest Home Financial Corporation (the "Corporation") included in the Annual Report on Form 10-KSB for the year ended September 30, 1998. However, in the opinion of management, all adjustments (consisting of only normal recurring accruals) which are necessary for a fair presentation of the consolidated financial statements have been included. The results of operations for the nine and three month periods ended June 30, 1999 are not necessarily indicative of the results which may be expected for an entire fiscal year. 2. Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Corporation and Harvest Home Savings Bank (the "Savings Bank"). All significant intercompany items have been eliminated. 3. Earnings Per Share Basic earnings per share is computed based upon the weighted-average shares outstanding during the period, less shares in the ESOP that are unallocated and not committed to be released. Weighted-average common shares outstanding, which gives effect to 20,337 unallocated ESOP shares, totaled 871,073 and 875,289 for the nine and three month periods ended June 30, 1999. Weighted average common shares outstanding, which gives effect to 28,252 unallocated ESOP shares, totaled 862,019 and 862,050 for the nine and three month periods ended June 30, 1998. Diluted earnings per share is computed taking into consideration common shares outstanding and dilutive potential common shares to be issued under the Corporation's stock option plan. Weighted-average common shares deemed outstanding for purposes of computing diluted earnings per share totaled 910,516 and 899,498 for the nine and three month periods ended June 30, 1999, and 897,444 and 899,573 for the nine and three month periods ended June 30, 1998. Incremental shares related to the assumed exercise of stock options included in the computation of diluted earnings per share totaled 39,443 and 24,209 for the nine and three months ended June 30, 1999 and 35,425 and 37,523 for the nine and three months ended June 30, 1998, respectively. 8 Harvest Home Financial Corporation NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) For the nine and three month periods ended June 30, 1999 and 1998 4. Effects of Recent Accounting Pronouncements In June 1997, the Financial Accounting Standards Board (the "FASB") issued Statement of Financial Accounting Standards ("SFAS") No. 130, "Reporting Comprehensive Income." SFAS No. 130 established standards for reporting and display of comprehensive income and its components (revenues, expenses, gains and losses) in a full set of general-purpose financial statements. SFAS No. 130 requires that all items that are required to be recognized under accounting standards as components of comprehensive income be reported in a financial statement that is displayed with the same prominence as other financial statements. It does not require a specific format for that financial statement but requires that an enterprise display an amount representing total comprehensive income for the period in that financial statement. SFAS No. 130 requires that an enterprise (a) classify items of other comprehensive income by their nature in a financial statement and (b) display the accumulated balance of other comprehensive income separately from retained earnings and additional paid-in capital. SFAS No. 130 is effective for fiscal years beginning after December 15, 1997. Reclassification of financial statements for earlier periods provided for comparative purposes is required. Management adopted SFAS No. 130 effective October 1, 1998, as required, without material effect on the Corporation's financial statements. In June 1997, the FASB issued SFAS No. 131, "Disclosures about Segments of an Enterprise and Related Information." SFAS No. 131 significantly changed the way that public business enterprises report information about operating segments in annual financial statements and requires that those enterprises report selected information about reportable segments in interim financial reports issued to shareholders. It also established standards for related disclosures about products and services, geographic areas and major customers. SFAS No. 131 uses a "management approach" to disclose financial and descriptive information about the way that management organizes the segments within the enterprise for making operating decisions and assessing performance. For many enterprises, the management approach will likely result in more segments being reported. In addition, SFAS No. 131 requires significantly more information to be disclosed for each reportable segment than is presently being reported in annual financial statements and also requires that selected information be reported in interim financial statements. SFAS No. 131 is effective for fiscal years beginning after December 15, 1997. Management adopted SFAS No. 131 effective October 1, 1998, as required, without material impact on the Corporation's financial statements. In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities," which requires entities to recognize all derivatives in their financial statements as either assets or liabilities measured at fair value. SFAS No. 133 also specifies new methods of accounting for hedging transactions, prescribes the items and transactions that may be hedged, and specifies detailed criteria to be met to qualify for hedge accounting. 9 Harvest Home Financial Corporation NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) For the nine and three month periods ended June 30, 1999 and 1998 4. Effects of Recent Accounting Pronouncements (continued) The definition of a derivative financial instrument is complex, but in general, it is an instrument with one or more underlyings, such as an interest rate or foreign exchange rate, that is applied to a notional amount, such as an amount of currency, to determine the settlement amount(s). It generally requires no significant initial investment and can be settled net or by delivery of an asset that is readily convertible to cash. SFAS No. 133 applies to derivatives embedded in other contracts, unless the underlying of the embedded derivative is clearly and closely related to the host contract. SFAS No. 133, as amended by SFAS No. 137, is effective for fiscal years beginning after June 15, 2000. On adoption, entities are permitted to transfer held-to-maturity debt securities to the available-for-sale or trading category without calling into question their intent to hold other debt securities to maturity in the future. SFAS No. 133 is not expected to have a material impact on the Corporation's financial statements. 10 Harvest Home Financial Corporation MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Forward-Looking Statements In addition to historical information contained herein, the following discussion contains forward-looking statements that involve risks and uncertainties. Economic circumstances, the Corporation's operations and the Corporation's actual results could differ significantly from those discussed in the forward-looking statements. Some of the factors that could cause or contribute to such differences are discussed herein but also include changes in the economy and interest rates in the nation and the Corporation's market area generally. Some of the forward-looking statements included herein are the statements regarding management's determination of the amount and adequacy of the allowance for losses on loans, the effect of the year 2000 on certain information technology systems and the effect of certain recent accounting pronouncements on results of operations and financial position. Discussion of Financial Condition Changes from September 30, 1998 to June 30, 1999 At June 30, 1999, the Corporation had total assets of $100.3 million, an increase of $3.4 million, or 3.5%, from September 30, 1998. The increase in assets was funded primarily through growth in deposits of $6.4 million, partially offset by a decrease in borrowings of $2.4 million, and consisted primarily of a $2.0 million increase in investment securities, and a $2.2 million increase in loans receivable, offset by a $2.3 million decrease in mortgage-backed securities. Cash and due from banks, federal funds sold, interest-bearing deposits in other financial institutions and investment securities increased by $3.1 million, to a total of $10.0 million at June 30, 1999. The increase in liquid assets was primarily the result of a $6.4 million increase in deposits, offset by a $2.2 million increase in loans receivable. Mortgage-backed securities decreased by $2.3 million, or 6.0%, to a total of $35.6 million at June 30, 1999, as compared to $37.9 million at September 30, 1998. Principal repayments of $13.4 million during the 1999 nine month period exceeded purchases of $12.0 million. Proceeds from repayments of mortgage-backed securities were utilized to repay advances from Federal Home Loan Bank, as such securities were matched with these advances in leveraged purchase transactions during fiscal 1999 and 1998. Loans receivable increased by $2.2 million, or 4.6%, to a total of $51.0 million at June 30, 1999. Loan origination volume of $11.4 million during the 1999 nine month period exceeded principal repayment on loans of $9.2 million. The Savings Bank's allowance for loan losses totaled $136,000 at June 30, 1999, and $127,000 at September 30, 1998. The allowance for loan losses is evaluated by management based upon an assessment of current and anticipated economic conditions applied to the loan portfolio, as well as, evaluating the quality of the portfolio. At June 30, 1999, the Corporation had $79,000 in nonperforming loans, as compared to $49,000 in nonperforming loans at September 30, 1998. Although management believes that its allowance for loan losses at June 30, 1999, was adequate based on the available facts and circumstances, there can be no assurance that additions to such allowance will not be necessary in future periods, which could adversely affect Harvest Home's results of operations. 11 Harvest Home Financial Corporation MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Discussion of Financial Condition Changes from September 30, 1998 to June 30, 1999 (continued) Deposits totaled $66.6 million at June 30, 1999, an increase of $6.4 million, or 10.6%, over the $60.2 million of deposits outstanding at September 30, 1998. The increase primarily reflects growth in certificates of deposit, as management maintained interest rates on these products slightly higher than those available in the overall market. Proceeds from such deposit growth were redeployed, subsequent to June 30, 1999, to fund purchases of short term investment securities and growth in the loan portfolio. Advances from the Federal Home Loan Bank decreased by $2.4 million, or 9.1%, during the current period due to repayments resulting primarily from prepayments received on mortgage-backed securities which had been matched with such advances at inception. The Savings Bank is subject to risk-based capital ratio guidelines implemented by the Federal Deposit Insurance Corporation ("FDIC"). The guidelines establish a systematic analytical framework that makes regulatory capital requirements more sensitive to differences in risk profiles among banking organizations. Risk-based capital ratios are determined by allocating assets and specified off-balance sheet commitments to four risk-weighted categories, with higher levels of capital being required for the categories perceived as representing greater risk. These guidelines divide the Savings Bank's capital into two tiers. The first tier ("Tier 1") includes common equity, certain non-cumulative perpetual preferred stock (excluding auction rate issues) and minority interests in equity accounts of consolidated subsidiaries, less goodwill and certain other intangible assets (except mortgage servicing rights and purchased credit card relationships, subject to certain limitations). Supplementary ("Tier II") capital includes, among other items, cumulative perpetual and long-term limited-life preferred stock, mandatory convertible securities, certain hybrid capital instruments, term subordinated debt and the allowance for loan losses, subject to certain limitations, less required deductions. Savings banks are required to maintain a total risk-based capital ratio of 8%, of which 4% must be Tier 1 capital. The FDIC may, however, set higher capital requirements when particular circumstances warrant. Savings banks experiencing or anticipating significant growth are expected to maintain capital ratios, including tangible capital positions, well above the minimum levels. In addition, the FDIC established guidelines prescribing a minimum Tier 1 leverage ratio (Tier 1 capital to adjusted total assets as specified in the guidelines). These guidelines provide for a minimum Tier 1 leverage ratio of 3% for savings banks that meet certain specified criteria, including that they have the highest regulatory rating and are not experiencing or anticipating significant growth. All other savings banks are required to maintain a Tier 1 leverage ratio of 3% plus an additional cushion of at least 100 to 200 basis points. As of June 30, 1999, the Savings Bank's regulatory capital substantially exceeded all minimum capital requirements. 12 Harvest Home Financial Corporation MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Comparison of Operating Results for the Nine Month Periods Ended June 30, 1999 and 1998 General Net earnings for the nine months ended June 30, 1999, totaled $387,000, a decrease of $20,000, or 4.9%, from the comparable nine month period in fiscal 1998. The decrease in net earnings resulted primarily from a $14,000 increase in general, administrative and other expense, a $28,000 decrease in other income, and a $4,000 increase in federal income tax provision, which were partially offset by a $26,000 increase in the net interest income. Net Interest Income Interest income on loans totaled $2.8 million for the nine months ended June 30, 1999, an increase of $139,000, or 5.2%, over the nine months ended June 30, 1998, due primarily to a $4.1 million increase in the average portfolio balance outstanding, partially offset by a decrease in the yield of approximately 27 basis points, to 7.62% for the nine month period ended June 30, 1999. Interest income on mortgage-backed securities increased by $89,000, or 5.9%, due to a $4.2 million increase in the average portfolio balance outstanding year to year, partially offset by a 40 basis point decrease in the weighted-average yield. Interest income on investment securities and other interest-earning assets decreased by $135,000, or 23.0%. This decrease was primarily due to a $990,000 decrease in the weighted-average balance outstanding, coupled with a 109 basis point decrease in the weighted-average yield. Interest expense on deposits increased by $40,000, or 1.8%, during the nine months ended June 30, 1999. The increase was primarily the result of a $4.6 million increase in the average balance of deposits outstanding, offset by a decrease in cost of deposits of approximately 27 basis points to 4.64% for the nine months ended June 30, 1999, Interest expense on borrowings increased by $27,000, or 3.0%, as a result of a $3.1 million increase in the average outstanding balance of advances from the Federal Home Loan Bank, partially offset by a 58 basis point decrease in the weighted-average cost of funds. As a result of the foregoing changes in interest income and interest expense, net interest income increased by $26,000 or 1.5%, during the nine months ended June 30, 1999, as compared to the nine months ended June 30, 1998. The interest rate spread decreased by 8 basis points during the nine months ending June 30, 1999 to 2.03%, while the net interest margin decreased by 16 basis point for the same period, amounting to 2.39%. Other Income Other income totaled $61,000 for the nine months ended June 30, 1999, a decrease of $28,000, or 31.5%, from the comparable 1998 nine month period. This decrease was primarily due to the absence of the $43,000 gain on the sale of a mortgage-backed security recorded in the 1998 period, offset by an increase in NOW account fees. 13 Harvest Home Financial Corporation MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Comparison of Operating Results for the Nine Month Periods Ended June 30, 1999 and 1998 (continued) General, Administrative and Other Expense General, administrative and other expense totaled $1.2 million for the nine months ended June 30, 1999, an increase of $14,000, or 1.2%, over the same period in 1998, reflecting management's continuing efforts to control operating costs. Federal Income Taxes The provision for federal income taxes totaled $200,000 for the nine months ended June 30, 1999, an increase of $4,000, or 2.0%. The Corporation's effective tax rates amounted to 34.1% and 32.5% during the nine months ended June 30, 1999 and 1998, respectively. Comparison of Operating Results for the Three Month Periods Ended June 30, 1999 and 1998 General Net earnings for the three months ended June 30, 1999, totaled $126,000, a decrease of $30,000, or 19.2%, from the comparable quarter in fiscal 1998. The decrease in net earnings resulted primarily from a $31,000 decrease in other income and a $15,000 increase in general, administrative and other expenses, partially offset by a $15,000 decrease in the federal income tax provision. Net Interest Income Interest income on loans totaled $945,000 for the three months ended June 30, 1999, an increase of $28,000, or 3.1%, over the 1998 quarter, due primarily to a $3.4 million increase in the average portfolio balance outstanding, partially offset by a decrease in the yield of approximately 31 basis points, to 7.51% for the quarter ended June 30, 1999. Interest income on mortgage-backed securities increased by $72,000, or 15.4%, due to a $5.6 million increase in the average portfolio balance outstanding year to year, partially offset by a 12 basis point decrease in the weighted-average yield. Interest income on investment securities and other interest-earning assets decreased by $6,000, or 3.7%. This decrease was primarily the result of 96 basis point decrease in the weighted-average yield, offset by a $1.1 million increase in the average portfolio balance outstanding. 14 Harvest Home Financial Corporation MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) Comparison of Operating Results for the Three Month Periods Ended June 30, 1999 and 1998 (continued) Net Interest Income (continued) Interest expense on deposits increased by $20,000, or 2.7%, during the three months ended June 30, 1999. The increase was primarily the result of a $6.2 million increase in the average balance of deposits outstanding in the quarter ended June 30, 1999, offset by a decrease in cost of deposits of approximately 34 basis points to 4.56%. Interest expense on borrowings increased by $73,000, or 30.8%, as a result of a $4.7 million increase in the average balance outstanding, coupled with a 26 basis point increase in the average cost of advances outstanding year to year. As a result of the foregoing changes in interest income and interest expense, net interest income increased by $1,000, or 0.2%, during the three months ended June 30, 1999, as compared to the three months ended June 30, 1998. The interest rate spread decreased by 17 basis points to 2.00% for the current quarter, while the net interest margin declined by 27 basis points to 2.34% as compared to the same quarter in 1998. Other Income Other income totaled $21,000 for the three months ended June 30, 1999, a decrease of $31,000, or 59.6%, from the comparable 1998 quarter. This decrease was primarily due to the absence of the $37,000 gain on sale of a mortgage-backed security recorded in the 1998 period. General, Administrative and Other Expense General, administrative and other expense increased by approximately $15,000, or 3.9%, during the three months ended June 30, 1999, as compared to the same quarter in 1998. This increase was primarily the result of a $16,000, or 7.4%, increase in employee compensation and benefits, and a $17,000, or 23.6%, increase in occupancy and equipment expense, offset by a $5,000, or 15.6%, decrease in franchise taxes and a $13,000, or 23.6% decrease in other operating expense. The increase in employee compensation and benefits resulted primarily from normal merit increases and increased health insurance premiums. The increase in occupancy and equipment was due to an increase in data processing costs, including depreciation on the teller operating system upgrade completed this past quarter. The decrease in other operating expense was primarily due to management's continuing efforts to control costs. Federal Income Taxes The provision for federal income taxes decreased by $15,000, or 18.5%, during the three months ended June 30, 1999, due primarily to a decrease in earnings before income taxes of $45,000, or 19.0%. The Corporation's effective tax rates amounted to 34.4% and 34.2% during the three months ended June 30, 1999 and 1998, respectively. 15 Harvest Home Financial Corporation MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) Year 2000 Compliance Matters As with all providers of financial services, the Corporation's operations are heavily dependent on information technology systems. The Corporation is addressing the potential problems associated with the possibility that the computers that control or operate the Corporation's information technology system and infrastructure may not be programmed to read four-digit date codes and, upon arrival of the year 2000, may recognize the two-digit code "00" as the year 1900, causing systems to fail to function or to generate erroneous data. The Corporation is working with the companies that supply or service its information technology systems to identify and remedy any year 2000 related problems. Harvest Home's primary data processing applications are handled by a third-party service bureau, NCR. NCR has advised Harvest Home that it has migrated to a fully Year 2000 compliant processing system that has been fully tested as of January 1, 1999. Management has also reviewed Harvest Home's ancillary equipment and is in the process of providing the appropriate remedial measures, including requesting service providers to assure the Savings Bank that their systems and products are fully year 2000 compliant. Harvest Home has upgraded its existing teller operating system with capital expense of approximately $170,000. No assurance can be given, however, that significant expense will not be incurred in future periods. In the unlikely event that the Savings Bank is ultimately required to purchase replacement computer systems, programs and equipment, or incur substantial expense to make the Savings Bank's current systems, programs and equipment year 2000 compliant, the Savings Bank's net earnings and financial condition could be adversely affected. Management has developed a contingency plan which includes access to an alternative processing site provided by NCR. Additionally, the Savings Bank can process transactions manually for a period of several weeks, if necessary, upon arrival of the year 2000. In addition to possible expense related to its own systems, Harvest Home could incur losses if loan payments are delayed due to year 2000 problems affecting any major borrowers in Harvest Home's primary market area. Because Harvest Home's loan portfolio is highly diversified with regard to individual borrowers and types of businesses and Harvest Home's primary market area is not significantly dependent upon one employer or industry, Harvest Home does not expect any significant or prolonged difficulties that will affect net earnings or cash flow. 16 Harvest Home Financial Corporation PART II ITEM 1. Legal Proceedings Not applicable ITEM 2. Changes in Securities and Use of Proceeds Not applicable ITEM 3. Defaults Upon Senior Securities Not applicable ITEM 4. Submission of Matters to a Vote of Security Holders None. ITEM 5. Other Information None ITEM 6. Exhibits and Reports on Form 8-K Reports on Form 8-K: None. Exhibit 27: Financial Data Schedule for the six month period ended June 30, 1999. 17 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. Date: August 12, 1999 By: /s/John E. Rathkamp John E. Rathkamp President, Chief Executive Officer and Secretary Date: August 12, 1999 By: /s/Dennis J. Slattery Dennis J. Slattery Executive Vice President, Treasurer 18