UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period ended March 31, 2003
Commission File Number: 0-19972
HF FINANCIAL CORP.
(Exact name of registrant as specified in its charter.)
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Delaware |
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46-0418532 |
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(State or other jurisdiction of |
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(I.R.S. Employer Identification Number) |
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225 South Main Avenue, |
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57104 |
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(Address of principal executive office) |
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(ZIP Code) |
(605) 333-7556
(Registrant’s telephone number, including area code)
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 ý No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes o No ý
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
As of May 14, 2003 there were 3,263,082 issued and outstanding shares of the Registrant’s Common Stock, with $.01 par value.
HF FINANCIAL CORP.
Form 10-Q
Table of Contents
HF FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Dollars in Thousands)
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March 31, 2003 |
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June 30, 2002 |
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(Unaudited) |
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ASSETS |
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Cash and cash equivalents |
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$ |
35,847 |
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$ |
27,546 |
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Securities available for sale |
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109,653 |
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89,136 |
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Loans and leases receivable |
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573,645 |
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564,275 |
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Loans held for sale |
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7,788 |
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6,559 |
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Allowance for loan and lease losses |
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(4,376 |
) |
(4,461 |
) |
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Net loans and leases receivable |
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577,057 |
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566,373 |
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Accrued interest receivable |
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4,168 |
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4,410 |
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Office properties and equipment, net of accumulated depreciation |
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13,360 |
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13,714 |
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Foreclosed real estate and other properties |
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1,969 |
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1,672 |
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Prepaid expenses and other assets |
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18,272 |
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8,505 |
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Servicing rights |
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3,937 |
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3,467 |
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Deferred income taxes |
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2,378 |
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2,831 |
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Goodwill, net |
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5,020 |
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4,604 |
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Other intangible assets, net |
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187 |
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659 |
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Total assets |
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$ |
771,848 |
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$ |
722,917 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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LIABILITIES |
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Deposits |
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$ |
594,297 |
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$ |
562,596 |
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Advances from Federal Home Loan Bank and other borrowings |
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85,659 |
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84,308 |
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Company obligated mandatorily redeemable preferred securities of subsidiary trusts that solely hold subordinated debentures |
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20,000 |
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10,000 |
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Advances by borrowers for taxes and insurance |
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10,943 |
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6,436 |
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Accrued interest payable |
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3,880 |
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3,751 |
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Accrued benefit liability |
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1,093 |
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1,093 |
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Other liabilities |
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5,788 |
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6,197 |
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Total liabilities |
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721,660 |
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674,381 |
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STOCKHOLDERS’ EQUITY |
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Preferred stock, $.01 par value, 500,000 shares authorized, none outstanding |
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— |
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— |
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Series A Junior Participating Preferred Stock, $1.00 stated value, 50,000 shares authorized, none outstanding |
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— |
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— |
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Common stock, $.01 par value, 10,000,000 shares authorized, 4,924,008 and 4,886,494 shares issued at March 31, 2003 and June 30, 2002, respectively |
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49 |
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49 |
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Additional paid-in capital |
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16,451 |
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16,014 |
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Retained earnings, substantially restricted |
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57,912 |
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54,516 |
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Deferred compensation |
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(373 |
) |
(141 |
) |
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Accumulated other comprehensive income (loss), net of related deferred tax effect: |
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Unrealized gain (loss) on securities available for sale |
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(63 |
) |
498 |
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Fair value change in retained interest |
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90 |
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— |
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Unrecognized pension costs |
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(704 |
) |
(704 |
) |
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Less cost of treasury stock, 1,660,346 and 1,559,030 shares at March 31, 2003 and June 30, 2002, respectively |
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(23,174 |
) |
(21,696 |
) |
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Total stockholders’ equity |
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50,188 |
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48,536 |
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Total liabilities and stockholders’ equity |
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$ |
771,848 |
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$ |
722,917 |
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See accompanying notes to unaudited consolidated financial statements.
1
HF FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Dollars in Thousands, Except Per Share Data)
(Unaudited)
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Three
Months Ended |
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Nine
Months Ended |
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2003 |
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2002 |
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2003 |
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2002 |
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Continuing operations: |
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Interest and dividend income: |
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Loans and leases receivable |
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$ |
9,356 |
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$ |
9,847 |
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$ |
30,154 |
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$ |
32,201 |
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Investment securities and interest-bearing deposits |
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1,157 |
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1,220 |
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3,189 |
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4,471 |
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10,513 |
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11,067 |
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33,343 |
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36,672 |
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Interest expense: |
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Deposits |
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3,046 |
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3,685 |
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9,766 |
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15,049 |
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Advances from Federal Home Loan Bank and other borrowings |
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