UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20552
FORM 10-Q/A
(Amendment No. 1)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended December 31, 1997.
[ ] Transition Report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from _________________ to __________________
Commission File Number 0-24948
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PVF Capital Corp.
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( Exact name of registrant as specified in its charter)
United States 34-1659805
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
25350 Rockside Road, Bedford Heights, Ohio 44146
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(Address of principal executive offices) (Zip Code)
(216) 439-2200
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name, former address and former fiscal year, if changed
since last report.)
Indicate by check mark whether the registrant (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
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Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common Stock, $0.01 Par Value 2,659,077
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(Class) (Outstanding at January 31, 1998)
PART I FINANCIAL INFORMATION
ITEM 1
PVF CAPITAL CORP.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(UNAUDITED)
DECEMBER 31, JUNE 30,
ASSETS 1997 1997
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Cash and amounts due from depository institutions $3,248,252 $7,760,029
Interest bearing deposits 348,840 445,401
Federal funds sold 2,875,000 1,375,000
Investment securities held to maturity, at cost 10,995,974 13,995,350
Loans receivable, net 363,917,506 341,402,566
Loans receivable held for sale, net 1,582,704 709,604
Mortgage-backed securities held to maturity, net 3,390,177 511,530
Office properties and equipment, net 1,760,283 1,882,390
Real estate owned, net 1,101,186 0
Real estate in development 917,262 909,758
Investment required by law
Stock in the Federal Home Loan Bank of Cincinnati 2,867,313 2,762,314
Prepaid expenses and other assets 3,209,636 1,327,358
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Total Assets $396,214,133 $373,081,300
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LIABILITIES AND STOCKHOLDERS' EQUITY
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Liabilities
Deposits $316,006,253 $288,269,674
Advances from the Federal Home Loan Bank of Cincinnati 39,865,551 47,405,424
Notes payable 1,710,000 2,310,000
Advances from borrowers for taxes and insurance 4,772,528 4,511,595
Accrued expenses and other liabilities 5,021,402 4,311,191
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Total Liabilities 367,375,734 346,807,884
Stockholders' Equity
Serial preferred stock, none issued 0 0
Common stock 26,591 25,556
Paid in capital 14,525,448 14,522,275
Retained earnings-substantially restricted 14,286,360 11,725,585
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Total Stockholders' Equity 28,838,399 26,273,416
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Total Liabilities and Stockholders' Equity $396,214,133 $373,081,300
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See accompanying notes to consolidated financial statements
PAGE 1
PART I FINANCIAL INFORMATION
ITEM 1
PVF CAPITAL CORP.
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
THREE MONTHS ENDED SIX MONTHS ENDED
DECEMBER 31, DECEMBER 31,
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1997 1996 1997 1996
Interest income
Loans $8,227,571 $7,272,036 $16,101,911 $14,302,570
Mortgage-backed securities 43,656 85,084 53,429 265,467
Cash and investment securities 298,193 305,281 609,924 630,603
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Total interest income 8,569,420 7,662,401 16,765,264 15,198,640
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Interest expense
Deposits 4,184,766 3,529,625 8,345,511 6,985,822
Borrowings 597,609 569,867 1,119,921 1,129,238
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Total interest expense 4,782,375 4,099,492 9,465,432 8,115,060
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Net interest income 3,787,045 3,562,909 7,299,832 7,083,580
Provisions for loan losses 50,000 0 95,000 0
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Net interest income after provision for loan losses 3,737,045 3,562,909 7,204,832 7,083,580
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Noninterest income, net
Service and other fees 127,413 119,879 264,548 241,592
Mortgage banking activities, net 198,541 151,931 387,256 188,313
Other, net 41,071 23,042 140,657 98,940
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Total noninterest income, net 367,025 294,852 792,461 528,845
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Noninterest expense
Compensation and benefits 1,147,110 1,081,052 2,252,432 2,166,089
Office, occupancy, and equipment 388,328 414,010 787,545 791,285
Federal deposit insurance special assessment 0 0 0 1,707,867
Other 568,316 572,504 1,069,711 1,157,845
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Total noninterest expense 2,103,754 2,067,566 4,109,688 5,823,086
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Income before federal income tax provision 2,000,316 1,790,195 3,887,605 1,789,339
Federal income tax provision 699,000 609,000 1,325,000 619,000
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Net income $1,301,316 $1,181,195 $ 2,562,605 $ 1,170,339
Basic earnings per share $ 0.50 $ 0.46 $ 0.99 $ 0.46
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Diluted earnings per share $ 0.48 $ 0.43 $ 0.95 $ 0.43
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See accompanying notes to consolidated financial statements
PAGE 2
PART I FINANCIAL INFORMATION
ITEM 1
PVF CAPITAL CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
SIX MONTHS ENDED
DECEMBER 31ST
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1997 1996
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OPERATING ACTIVITIES
Net Income $2,562,605 $1,170,339
Adjustments to reconcile net income to net cash provided by operating activities
Accretion of discount on securities (624) (625)
Depreciation and amortization 228,088 237,230
Provision for losses on loans 95,000 0
Provision for lower of cost or market adjustment on loans held for sale 0 81,930
Accretion of unearned discount and deferred loan origination fees, net (601,011) (726,397)
Change in loans receivable held for sale, net (692,529) 9,594,212
Gain on sale of loans, net (180,571) (152,748)
Loss on mortgage-backed securities available for sale, net 0 65,086
Gain on disposal of real estate owned, net (13,009) 0
Change in accrued interest on investments, loans, and borrowings, net (186,627) (216,931)
Change in other assets and other liabilities, net (1,155,940) (317,822)
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Net cash provided by operating activities 55,382 9,734,274
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INVESTING ACTIVITIES
Loan and mortgage-backed securities repayments and originations, net (22,870,170) (44,753,626)
Proceeds from mortgage-backed securities available for sale 0 12,738,470
Mortgage-backed securities held to maturity purchases, net (3,017,178) 0
Investment securities held to maturity purchases (3,000,000) 0
Investment securities maturities 6,000,000 100,000
Disposal of real-estate owned properties 257,815
FHLB stock purchases dividends, net (105,981) (261,121)
Office properties and equipment (purchases) sales, net (104,999) 319,000
Change in real estate in development, net (7,504) (34,551)
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Net cash used in investing activities (22,848,017) (31,891,828)
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FINANCING ACTIVITIES
Net increase in demand deposits, NOW, and passbook savings 2,791,855 488,286
Net increase in time deposits 25,029,937 6,562,589
Net increase (decrease) in FHLB advances (7,539,873) 7,462,462
Repayment of notes payable (600,000) (200,000)
Proceeds from exercise of stock options 4,519 0
Cash paid in lieu of fractional shares (2,141) (1,349)
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Net cash provided by financing activities 19,684,297 14,311,988
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Net decrease in cash and cash equivalents (3,108,338) (7,845,566)
Cash and cash equivalents at beginning of period 9,580,430 13,790,216
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Cash and cash equivalents at end of period $6,472,092 $5,944,650
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See accompanying notes to consolidated financial statements
PAGE 3
Part I Financial Information
Item 1
PVF CAPITAL CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 1997 AND 1996
(UNAUDITED)
1. The accompanying consolidated interim financial statements were prepared
in accordance with regulations of the Securities and Exchange Commission for
Form 10-Q. All information in the consolidated interim financial statements
is unaudited except for the June 30, 1997 consolidated statement of financial
condition which was derived from the Corporation's audited financial
statements. Certain information required for a complete presentation in
accordance with generally accepted accounting principles has been condensed
or omitted. However, in the opinion of management, these interim financial
statements contain all adjustments, consisting only of normal recurring
accruals, necessary to fairly present the interim financial information. The
results of operations for the three and six months ended December 31, 1997
are not necessarily indicative of the results to be expected for the entire
year ending June 30, 1998. The results of operations for PVF Capital Corp.
("PVF" or the "Company") for the periods being reported have been derived
primarily from the results of operation of Park View Federal Savings Bank
(the "Bank"). PVF Capital Corp.'s common stock is traded on the NASDAQ
SMALL-CAP ISSUES under the symbol PVFC.
2. Legislation was signed into law on September 30, 1996 to recapitalize
the Savings Association Insurance Fund ("SAIF") that required SAIF-insured
savings institutions to pay a one-time special assessment of 65.7 cents for
every $100 of deposits. This assessment was charged against earnings for the
quarter ended September 30, 1996 and resulted in a pre-tax charge to the
Company of approximately $1,708,000 and is reflected in the Statement of
Operation for the six-month period ended December 31, 1996.
3. PVF Holdings Inc., a newly formed subsidiary of PVF Capital Corp., made
an investment in a company that will provide professional financial planning
services to both individuals and small businesses throughout the Park View
Federal branch system.
4. Cash and cash equivalents consist of the following:
December 31, 1997 June 30, 1997
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Cash and amounts due from depository
institutions $ 3,248,252 $ 7,760,029
Interest-bearing deposits 348,840 445,401
Federal funds sold 2,875,000 1,375,000
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$ 6,472,092 $ 9,580,430
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Page 4
Part I Financial Information
Item 1
5. In February 1997, the FASB issued SFAS No. 128, Earnings per Share, which
supersedes Accounting Principles Board (APB) No. 15, Earnings per Share, and
replaces the presentation of primary and fully diluted earnings per share
with basic and diluted earnings per share. SFAS No. 128 was issued to
simplify the computation of earnings per share and make the U.S. Standard
more compatible with the earnings per share standards of other countries and
that of the International Accounting Standards Committee (IASC). SFAS No.
128 is effective for financial statements for both interim and annual periods
ending after December 15, 1997. The following table discloses pro forma EPS
pursuant to SFAS No. 128 for the three and six months ended December 31, 1997
and December 31, 1996.
Three months ended December 31
1997 1996
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Income Shares Per-Share Income Shares Per-Share
(Numerator) (Denominator) Amount (Numerator) (Denominator) Amount
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Basic EPS
Income available to
common stockholders $1,301,316 2,626,555 $0.50 $1,181,195 2,555,562 $0.46
Effect of Dilutive Securities
Stock options 97,998 0.02 171,168 0.03
Diluted EPS
Income available to
common stockholders $1,301,316 2,724,553 $0.48 $1,181,195 2,726,730 $0.43
Six months ended December 31
1997 1996
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Income Shares Per-Share Income Shares Per-Share
(Numerator) (Denominator) Amount (Numerator) (Denominator) Amount
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Basic EPS
Income available to
common stockholders $2,562,605 2,596,130 $0.99 $1,170,339 2,555,562 $0.46
Effect of Dilutive Securities
Stock options 97,998 0.04 171,168 0.03
Diluted EPS
Income available to
common stockholders $2,562,605 2,694,128 $0.95 $1,170,339 2,726,730 $0.43
6. Recently Issued Accounting Standards
SFAS No. 130, "Reporting Comprehensive Income" was issued in June, 1997 and
is effective for fiscal years beginning after December 15, 1997. The
Statement requires additional reporting of items that affect comprehensive
income but not net income. Examples of these items relevant to the Company
include unrealized gains and losses on securities. Upon its adoption, this
statement will result in additional financial statement disclosures.
SFAS No. 131, "Disclosures about Segments of an Enterprise and Related
Information" was issued in June, 1997 and is effective for fiscal years
beginning after December 15, 1997. The statement requires financial
disclosure and descriptive information about reportable operating segments.
Upon its adoption, this statement will result in additional financial
statement disclosures.
Page 5
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant had duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
PVF Capital Corp.
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(Registrant)
Date: April 9, 1998 /s/ C. Keith Swaney
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C. Keith Swaney
Vice President and Treasurer