PRESS RELEASE
The Peoples Building, Loan The Oakley Improved Harvest Home Financial
And Savings Company Building & Loan Company Corporation
11 S. Broadway 3924 Isabella 3621 Harrison Avenue
Lebanon, Ohio Cincinnati, Ohio Cheviot, Ohio
(513) 932-3876 (513) 531-0591 (513) 661-6612
Contact: Jerry D. Williams Contact: Thomas J. Noe Contact: John E. Rathkamp
President Managing Officer Managing Officer
October 1, 1999, Peoples Building, Loan and Savings Company, Lebanon,
Ohio, and Harvest Home Financial Corporation (Nasdaq: HHFC), parent of Harvest
Home Savings Bank, Cheviot, Ohio, announced today the execution of a definitive
agreement pursuant to which Harvest Home will merge with and into Peoples (the
"Acquisition"). In connection with the Acquisition, Peoples will undertake to
convert from a mutual to a stock institution ("Conversion") and form a holding
company. Under the terms of the agreement, each share of Harvest Home will be
exchanged for a combination of $9.00 per share in cash plus shares of Peoples
Common Stock with a value of $9.00, based on the initial public offering price
of Peoples Common Stock. It is currently anticipated that the number of shares
of Peoples Common Stock that will be exchanged for each share of Harvest Home
Common Stock is 0.9 shares assuming the initial offering price of the Peoples'
Common Stock is $10.00 per share.
In addition, Peoples and The Oakley Improved Building & Loan Company,
Cincinnati, Ohio, announced today the execution of a definitive merger agreement
pursuant to which Oakley will merge with and into Peoples immediately prior to
the Conversion.
Jerry D. Williams, President of Peoples stated: "We are very pleased to
announce the combination of these three outstanding community institutions whose
franchises and operating philosophies complement each other. On a combined basis
we will operate six full-service branch offices serving Cincinnati area
communities located in Clinton, Hamilton and Warren Counties in Ohio.
Furthermore, the capital raised in our stock conversion will facilitate greatly
further growth and diversification of our combined companies."
John E. Rathkamp, President and Managing Officer of Harvest Home,
commented as follows: "We are very excited about our proposed affiliation with
Peoples. This combination will allow us to better serve consumers and businesses
in our market area by broadening the products and services we offer to our
customers. Moreover, Peoples shares our commitment to community involvement and
quality customer service." Mr. Rathkamp went on to state that the Merger will
provide Harvest Home shareholders with a strong return on their investment as
well as a great opportunity to own stock in a strong community bank.
Thomas J. Noe, Managing Officer of Oakley stated, "We look forward to
becoming part of this transaction and offering expanded products, services and
facilities to our customers. In addition, this affords certain of our depositors
the opportunity to participate in the Conversion and own stock in a strong
community bank with strategic geographic locations in the greater Cincinnati
market area."
Consummation of the Acquisition is subject to the approval of the
shareholders of Harvest home, consummation of the Merger, the Conversion of
Peoples and the receipt of all required regulatory approvals. Consummation of
the Merger is subject to the Conversion of Peoples, the completion of all steps
necessary to consummate the Acquisition and the receipt of all required
regulatory approvals. It is anticipated that the Merger and the Acquisition will
be consummated simultaneously with the completion of the Conversion. The
transaction is anticipated to close in the second quarter of 2000.
Charles Webb & company, A Division of Keefe, Bruyette & Woods, Inc. acted
as financial advisor to Peoples. Elias, Matz, Tiernan & Herrick, L.L.P. acted as
special legal counsel to Peoples. Charles Webb & Company also acted as financial
advisor to Harvest Home. Silver, Freedman & Taff, L.L.P. acted as special
counsel to Oakley. Kepley, Gilligan & Eyrich acted as special counsel to Harvest
Home.
Peoples operates from its main office in Lebanon, Ohio and one branch
office in Blanchester. At June 30, 1999, Peoples had assets of $89.6 million and
total equity of $11.7 million.
Harvest Home operates from its main office in Cheviot, Ohio and two branch
offices in Cincinnati. At June 30, 1999, Harvest Home had consolidated assets of
$100.3 million and total stockholders' equity of $9.8 million.
Oakley operates one office in Cincinnati. At June 30, 1999, Oakley had
total assets of $17.3 million and total equity of $3.1 million.