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EX-32.1 - EX-32.1 - WVS FINANCIAL CORPd687507dex321.htm
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EX-31.1 - EX-31.1 - WVS FINANCIAL CORPd687507dex311.htm
EX-31.2 - EX-31.2 - WVS FINANCIAL CORPd687507dex312.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

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, 2013

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 Number: 0-22444

 

 

WVS Financial Corp.

(Exact name of registrant as specified in its charter)

 

 

 

Pennsylvania   25-1710500

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification Number)

 

9001 Perry Highway

Pittsburgh, Pennsylvania

  15237
(Address of principal executive offices)   (Zip Code)

(412) 364-1911

(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 requirement for the past 90 days.    YES  x    NO  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    YES  x    NO  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer   ¨    Accelerated filer   ¨
Non-accelerated filer   ¨  (Do not check if a smaller reporting company)    Smaller reporting company   x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12 b-2 of the Exchange Act).    YES  ¨    NO  x

Shares outstanding as of February 13, 2014: 2,057,930 shares Common Stock, $.01 par value.

 

 

 


EXPLANATORY NOTE

This Amendment to WVS Financial Corp.’s Quarterly Report on Form 10-Q for the quarterly period ended December 31, 2013 is to revise the amounts shown within the Analysis of Sensitivity to Changes in Market Interest Rates table, Part I, Item 3, Quantitative and Qualitative Disclosures About Market Risk, page 49.

 

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PART I, ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ASSET AND LIABILITY MANAGEMENT

The Company’s primary market risk exposure is interest rate risk and, to a lesser extent, liquidity risk. All of the Company’s transactions are denominated in US dollars with no specific foreign exchange exposure. The Savings Bank has no agricultural loan assets and therefore would not have a specific exposure to changes in commodity prices. Any impacts that changes in foreign exchange rates and commodity prices would have on interest rates are assumed to be exogenous and will be analyzed on an ex post basis.

Interest rate risk (“IRR”) is the exposure of a banking organization’s financial condition to adverse movements in interest rates. Accepting this risk can be an important source of profitability and shareholder value, however excessive levels of IRR can pose a significant threat to the Company’s earnings and capital base. Accordingly, effective risk management that maintains IRR at prudent levels is essential to the Company’s safety and soundness.

Evaluating a financial institution’s exposure to changes in interest rates includes assessing both the adequacy of the management process used to control IRR and the organization’s quantitative level of exposure. When assessing the IRR management process, the Company seeks to ensure that appropriate policies, procedures, management information systems and internal controls are in place to maintain IRR at prudent levels with consistency and continuity. Evaluating the quantitative level of IRR exposure requires the Company to assess the existing and potential future effects of changes in interest rates on its consolidated financial condition, including capital adequacy, earnings, liquidity, and, where appropriate, asset quality.

The Federal Open Market Committee (“Committee” or “FOMC”) issued press releases in December 2013 and January 2014 which announced the Committee’s current assessments of the U.S. economy and the FOMC’s decision to reduce (or “taper”) its anticipated volumes of securities purchases.

On December 18, 2013 the FOMC’s press release noted improvement in several macroeconomic measures including economic growth, labor market conditions, an improvement in the unemployment rate, household spending, and business investment. The FOMC also noted that inflation was running at a rate below the Committee’s longer-run objective, but that longer-term inflation expectations remained stable.

The Committee announced that beginning in January 2014, the Committee will add to its holdings of agency mortgage-backed securities at a pace of $35 billion per month rather than $40 billion per month, and will add to its holdings of longer-term Treasury securities at a pace of $40 billion per month rather than $45 billion per month. The Committee is maintaining its existing policy of reinvesting principal payments from its holdings of agency debt and agency mortgage-backed securities in agency mortgage-backed securities and of rolling over maturing Treasury securities at auction.

On January 29, 2014, the FOMC’s press release indicated that information received since the Federal Open Market Committee met in December 2013 indicates that growth in economic activity picked up in recent quarters. Labor market indicators were mixed but on balance showed further improvement. The unemployment rate declined but remains elevated. Household spending and business fixed investment advanced more quickly in recent months, while the recovery in the housing sector slowed somewhat. Fiscal policy is restraining economic growth, although the extent of restraint is diminishing. Inflation has been running below the Committee’s longer-run objective, but longer-term inflation expectations have remained stable.

The Committee continues to see the improvement in economic activity and labor market conditions over that period as consistent with growing underlying strength in the broader economy. In light of the cumulative progress toward maximum employment and the improvement in the outlook for labor market conditions, the Committee decided to make a further measured reduction in the pace of its asset purchases.

 

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Beginning in February 2014, the Committee will add to its holdings of agency mortgage-backed securities at a pace of $30 billion per month rather than $35 billion per month, and will add to its holdings of longer-term Treasury securities at a pace of $35 billion per month rather than $40 billion per month. The Committee is maintaining its existing policy of reinvesting principal payments from its holdings of agency debt and agency mortgage-backed securities in agency mortgage-backed securities and of rolling over maturing Treasury securities at auction.

The Committee’s sizable and still-increasing holdings of longer-term securities should maintain downward pressure on longer-term interest rates, support mortgage markets, and help to make broader financial conditions more accommodative, which in turn should promote a stronger economic recovery and help to ensure that inflation, over time, is at the rate most consistent with the Committee’s dual mandate.

The Committee will closely monitor incoming information on economic and financial developments in coming months and will continue its purchases of Treasury and agency mortgage-backed securities, and employ its other policy tools as appropriate, until the outlook for the labor market has improved substantially in a context of price stability. If incoming information broadly supports the Committee’s expectation of ongoing improvement in labor market conditions and inflation moving back toward its longer-run objective, the Committee will likely reduce the pace of asset purchases in further measured steps at future meetings. However, asset purchases are not on a preset course, and the Committee’s decisions about their pace will remain contingent on the Committee’s outlook for the labor market and inflation as well as its assessment of the likely efficacy and costs of such purchases.

To support continued progress toward maximum employment and price stability, the Committee reaffirmed its view that a highly accommodative stance of monetary policy will remain appropriate for a considerable time after the asset purchase program ends and the economic recovery strengthens. The Committee also reaffirmed its expectation that the current exceptionally low target range for the federal funds rate of 0 to 1/4 percent will be appropriate at least as long as the unemployment rate remains above 6-1/2 percent, inflation between one and two years ahead is projected to be no more than a half percentage point above the Committee’s 2 percent longer-run goal, and longer-term inflation expectations continue to be well anchored. In determining how long to maintain a highly accommodative stance of monetary policy, the Committee will also consider other information, including additional measures of labor market conditions, indicators of inflation pressures and inflation expectations, and readings on financial developments. The Committee continues to anticipate, based on its assessment of these factors, that it likely will be appropriate to maintain the current target range for the federal funds rate well past the time that the unemployment rate declines below 6-1/2 percent, especially if projected inflation continues to run below the Committee’s 2 percent longer-run goal. When the Committee decides to begin to remove policy accommodation, it will take a balanced approach consistent with its longer-run goals of maximum employment and inflation of 2 percent.

During the six months ended December 31, 2013, the Company continued to adjust its asset/liability management tactics in two ways. First, the Company increased total assets by about $26.4 million while continuing to manage its Tier 1 capital. The primary segments of asset growth for the six months ended December 31, 2013 were: mortgage-backed securities – held to maturity, $54.7 million, which was partially offset by decreases in investment securities available for sale – $21.6 million, and investment securities – held to maturity – $8.3 million. Second, we increased Tier 1 capital primarily through earnings retention. We anticipate growing our asset base to the range of $325 – $350 million for calendar year 2014, subject to economic and market conditions.

Financial institutions derive their income primarily from the excess of interest collected over interest paid. The rates of interest an institution earns on its assets and owes on its liabilities generally are established contractually for a period of time. Since market interest rates change over time, an institution is exposed to lower profit margins (or losses) if it cannot adapt to interest-rate changes. For example, assume that an institution’s assets carry intermediate- or long-term fixed rates and that those assets were funded with short-term liabilities. If market interest rates rise by the time the short-term liabilities must be refinanced, the increase in the institution’s interest expense on its liabilities may not be sufficiently offset if assets continue to

 

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earn at the long-term fixed rates. Accordingly, an institution’s profits could decrease on existing assets because the institution will either have lower net interest income or, possibly, net interest expense. Similar risks exist when assets are subject to contractual interest-rate ceilings, or rate sensitive assets are funded by longer-term, fixed-rate liabilities in a decreasing-rate environment.

During the fiscal year 2013 and into fiscal year 2014, intermediate and long-term market interest rates fluctuated considerably. Many central banks, including the Federal Reserve, continued above normal levels of monetary accommodation including quantitative easing and targeted asset purchase programs. The desired outcomes of these programs are to stimulate aggregate demand, reduce high levels of unemployment and to further lower market interest rates.

The table below shows the targeted federal funds rate and the benchmark two and ten year treasury yields at quarter ends beginning in June 30, 2007, and extending through December 31, 2013. The difference in yields on the two year and ten year Treasury’s is often used to determine the steepness of the yield curve and to assess the term premium of market interest rates.

 

         Yield on:      
     Targeted
Federal Funds
  Two (2)
Year
Treasury
    Ten (10)
Year
Treasury
    Shape of Yield
Curve

June 30, 2007

   5.25%     4.87     5.03   Slightly Positive

September 30, 2007

   4.75%     3.97     4.59   Moderately Positive

December 31, 2007

   4.25%     3.05     4.04   Positive

March 31, 2008

   2.25%     1.62     3.45   Positive

June 30, 2008

   2.00%     2.63     3.99   Positive

September 30, 2008

   2.00%     2.00     3.85   Positive

December 31, 2008

   0.00% to 0.25%     0.76     2.25   Positive

March 31, 2009

   0.00% to 0.25%     0.81     2.71   Positive

June 30, 2009

   0.00% to 0.25%     1.11     3.53   Positive

September 30, 2009

   0.00% to 0.25%     0.95     3.31   Positive

December 31, 2009

   0.00% to 0.25%     1.14     3.85   Positive

March 31, 2010

   0.00% to 0.25%     1.02     3.84   Positive

June 30, 2010

   0.00% to 0.25%     0.61     2.97   Positive

September 30, 2010

   0.00% to 0.25%     0.42     2.53   Positive

December 31, 2010

   0.00% to 0.25%     0.61     3.30   Positive

March 31, 2011

   0.00% to 0.25%     0.80     3.46   Positive

June 30, 2011

   0.00% to 0.25%     0.45     3.18   Positive

September 30, 2011

   0.00% to 0.25%     0.25     1.92   Positive

December 31, 2011

   0.00% to 0.25%     0.25     1.89   Positive

March 31, 2012

   0.00% to 0.25%     0.33     2.23   Positive

June 30, 2012

   0.00% to 0.25%     0.33     1.67   Positive

September 30, 2012

   0.00% to 0.25%     0.23     1.65   Positive

December 31, 2012

   0.00% to 0.25%     0.24     1.85   Positive

March 31, 2013

   0.00% to 0.25%     0.25     1.87   Positive

June 30, 2013

   0.00% to 0.25%     0.36     2.52   Positive

September 30, 2013

   0.00% to 0.25%     0.33     2.64   Positive

December 31, 2013

   0.00% to 0.25%     0.30     2.84   Positive

These changes in intermediate and long-term market interest rates, the changing slope of the Treasury yield curve, and higher levels of interest rate volatility have impacted prepayments on the Company’s loan, investment and mortgage-backed securities portfolios. Principal repayments on the Company’s loan, investment, and mortgage-backed securities portfolios for the six months ended December 31, 2013, totaled $7.3 million, $30.8 million, and $12.6 million, respectively. Despite stagnant global interest rates and Treasury yields the Company continued to grow its balance sheet and used proceeds from maturities and Corporate calls of bonds, repayments on its mortgage-backed securities, and borrowings to purchase U.S. Government agency bonds, and U.S. Government agency CMO’s.

 

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During the six months ended December 31, 2013, the Company increased its portfolio of: single-family mortgages by approximately $1.7 million, and construction loans by $353 thousand, which were partially offset by a $743 thousand decrease in land acquisition and development loans, a $752 thousand decrease in commercial real estate loans, and a $126 thousand decrease in multi-family real estate loans. The Company also makes available for origination residential mortgage loans with interest rates which adjust pursuant to a designated index, although customer acceptance has been somewhat limited in the Savings Bank’s market area. We expect that the housing market will continue to be weak throughout fiscal 2014. The Company will continue to selectively offer commercial real estate, land acquisition and development, and shorter-term construction loans (primarily on residential properties), and commercial loans on business assets to partially increase interest income while limiting credit and interest rate risk. The Company has also offered higher yielding commercial and small business loans to existing customers and seasoned prospective customers.

During the six months ended December 31, 2013, principal investment purchases were comprised of: floating rate U.S. Government agency CMO’s – $67.0 million with a weighted average yield of 1.89%. The Company also purchased $2.0 million of callable U.S. Government agency multiple step-up bonds with initial lock out period of 6 months and with a weighted average yield to first call of 2.01% and a weighted average yield to maturity of 4.43%. Single step-up bonds have one “step” or increase in coupon. Multiple step-up bonds have more than one “step” or increase in coupon. All of the purchases were classified as held to maturity for accounting purposes. The Company believes that the purchases will earn a return above the Company’s cost of funds.

Major investment proceeds received during the six months ended December 31, 2013 were: investment grade corporate bonds – $20.8 million with a weighted average yield of approximately 1.87%; investment grade corporate utility first mortgage bonds – $6.2 million with a weighted average yield of 5.33%; and investment grade U.S. dollar denominated foreign corporate bonds – $3.5 million with a weighted average yield of 3.72%.

As of December 31, 2013, the implementation of these asset and liability management initiatives resulted in the following:

 

  1) $201.7 million or 64.2% of the Company’s assets were comprised of floating rate investment and mortgage-backed securities. Of this $201.7 million, approximately $194.0 million float on a monthly basis based upon changes in the one-month London Interbank Offered Rate (LIBOR) and about $7.7 million reprice on a quarterly basis based upon the three-month LIBOR.

 

  2) $194.0 million or 72.5% of the Company’s total investment portfolio was comprised of floating rate mortgage-backed securities (including collateralized mortgage obligations – “CMOs”) that reprice on a monthly basis;

 

  3) $53.9 million or 20.1% of the Company’s investment portfolio consisted of investment grade fixed-rate corporate bonds with remaining maturities as follows: 3 months or less – $9.2 million or 17.2%; 3 – 12 months – $20.3 million or 37.7%; 1 – 2 years – $18.1 million or 33.5%; 2 – 3 years – $2.6 million or 4.8% and 3 – 5 years – $3.7 million or 6.8%;

 

  4) $12.0 million or 4.5% of the Company’s investment portfolio was comprised of callable U.S. Government Agency multiple step-up bonds which are callable in less than 3 months. These bonds may or may not actually be redeemed prior to maturity (i.e. called) depending upon the level of market interest rates at their respective call dates;

 

  5) $55.6 million or 17.7% of the Company’s assets were comprised of investment securities classified as available for sale;

 

  6) An aggregate of $14.0 million or 41.0% of the Company’s net loan portfolio had adjustable interest rates or maturities of less than 12 months; and

 

  7) The maturity distribution of the Company’s borrowings is as follows: 3 months or less – $122.1 million or 87.5%; 3 – 12 months – $5.0 million or 3.6%; 2 – 3 years – $2.5 million or 1.8%; and over 3 years – $10.0 million or 7.1%.

 

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The effect of interest rate changes on a financial institution’s assets and liabilities may be analyzed by examining the “interest rate sensitivity” of the assets and liabilities and by monitoring an institution’s interest rate sensitivity “gap”. An asset or liability is said to be interest rate sensitive within a specific time period if it will mature or reprice within a given time period. A gap is considered positive (negative) when the amount of rate sensitive assets (liabilities) exceeds the amount of rate sensitive liabilities (assets). During a period of falling interest rates, a negative gap would tend to result in an increase in net interest income. During a period of rising interest rates, a positive gap would tend to result in an increase in net interest income.

As part of its asset/liability management strategy, the Company maintained an asset sensitive financial position due to unusually low market interest rates. An asset sensitive financial position may benefit earnings during a period of rising interest rates and reduce earnings during a period of declining interest rates.

The following table sets forth certain information at the dates indicated relating to the Company’s interest-earning assets and interest-bearing liabilities which are estimated to mature or are scheduled to reprice within one year.

 

     December 31,     June 30,  
     2013     2013     2012  
     (Dollars in Thousands)  

Interest-earning assets maturing or repricing within one year

   $ 256,290      $ 236,125      $ 180,617   

Interest-bearing liabilities maturing or repricing within one year

     213,904        188,841        165,879   
  

 

 

   

 

 

   

 

 

 

Interest sensitivity gap

   $ 42,386      $ 47,284      $ 14,738   
  

 

 

   

 

 

   

 

 

 

Interest sensitivity gap as a percentage of total assets

     13.50     16.44     5.39

Ratio of assets to liabilities maturing or repricing within one year

     119.82     125.04     108.88

During the six months ended December 31, 2013, the Company managed its one-year interest sensitivity gap by: (1) purchasing $67.0 million of floating-rate U.S. Government agency CMO’s which reprice monthly; (2) increasing by approximately $25.3 million the Company’s borrowings that mature within one year. All of the referenced purchases were designated as held to maturity for accounting purposes. At December 31, 2013, investments available for sale totaled $55.6 million or 17.7% of total assets.

 

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The following table illustrates the Company’s estimated stressed cumulative repricing gap – the difference between the amount of interest-earning assets and interest-bearing liabilities expected to reprice at a given point in time – at December 31, 2013. The table estimates the impact of an upward or downward change in market interest rates of 100 and 200 basis points.

Cumulative Stressed Repricing Gap

 

     Month 3     Month 6     Month 12     Month 24     Month 36     Month 60     Long Term  
     (Dollars in Thousands)  

Base Case Up 200 bp

              

Cumulative Gap ($’s)

   $ 58,372      $ 47,092      $ 40,198      $ 44,680      $ 50,543      $ 37,753      $ 26,974   

% of Total Assets

     18.6     15.0     12.8     14.2     16.1     12.0     8.6

Base Case Up 100 bp

              

Cumulative Gap ($’s)

   $ 58,568      $ 47,463      $ 40,823      $ 45,666      $ 51,528      $ 38,884      $ 26,974   

% of Total Assets

     18.7     15.1     13.0     14.5     16.4     12.4     8.6

Base Case No Change

              

Cumulative Gap ($’s)

   $ 58,841      $ 48,257      $ 42,386      $ 48,250      $ 54,383      $ 41,225      $ 26,974   

% of Total Assets

     18.7     15.4     13.5     15.4     17.3     13.1     8.6

Base Case Down 100 bp

              

Cumulative Gap ($’s)

   $ 59,502      $ 49,220      $ 43,825      $ 50,180      $ 56,469      $ 42,891      $ 26,974   

% of Total Assets

     18.9     15.7     14.0     16.0     18.0     13.7     8.6

Base Case Down 200 bp

              

Cumulative Gap ($’s)

   $ 59,749      $ 49,669      $ 44,559      $ 51,156      $ 57,380      $ 43,461      $ 26,974   

% of Total Assets

     19.0     15.8     14.2     16.3     18.3     13.8     8.6

The Company utilizes an income simulation model to measure interest rate risk and to manage interest rate sensitivity. The Company believes that income simulation modeling may enable the Company to better estimate the possible effects on net interest income due to changing market interest rates. Other key model parameters include: estimated prepayment rates on the Company’s loan, mortgage-backed securities and investment portfolios; savings decay rate assumptions; and the repayment terms and embedded options of the Company’s borrowings.

 

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The following table presents the simulated impact of a 100 and 200 basis point upward or downward (parallel) shift in market interest rates on net interest income, return on average equity, return on average assets and the market value of portfolio equity at December 31, 2013. This analysis was done assuming that the interest-earning assets will average approximately $321 million and $343 million over a projected twelve and twenty-four month period, respectively, for the estimated impact on change in net interest income, return on average equity and return on average assets. The estimated changes in market value of equity were calculated using balance sheet levels at December 31, 2013. Actual future results could differ materially from our estimates primarily due to unknown future interest rate changes and the level of prepayments on our investment and loan portfolios and future FDIC regular and special assessments.

Analysis of Sensitivity to Changes in Market Interest Rates

 

    Twelve Month Forward Modeled Change in Market Interest Rates  
    December 31, 2014     December 31, 2015  

Estimated impact on:

  -200     -100     0     +100     +200     -200     -100     0     +100     +200  

Change in net interest income

    -3.8     -2.4     —          15.5     31.8     -9.0     -5.9     —          16.3     33.8

Return on average equity

    3.44     3.57     3.80     5.27     6.79     3.90     4.22     4.82     6.40     8.01

Return on average assets

    0.34     0.36     0.38     0.53     0.69     0.37     0.41     0.47     0.63     0.81

Market value of equity (in thousands)

  $ 35,899      $ 36,779      $ 37,125      $ 37,167      $ 37,014         

The table below provides information about the Company’s anticipated transactions comprised of firm loan commitments and other commitments, including undisbursed letters and lines of credit, at December 31, 2013. The Company used no derivative financial instruments to hedge such anticipated transactions as of December 31, 2013.

 

Anticipated Transactions

 
     (Dollars in Thousands)  

Undisbursed construction and land development loans

  

Fixed rate

   $ 1,783   
     5.16

Adjustable rate

   $ 1,437   
     4.80

Undisbursed lines of credit

  

Adjustable rate

   $ 5,443   
     3.82

Letters of credit

  

Adjustable rate

   $ 312   
     4.25
  

 

 

 
   $ 8,975   
  

 

 

 

In the ordinary course of its construction lending business, the Savings Bank enters into performance standby letters of credit. Typically, the standby letters of credit are issued on behalf of a builder to a third party to ensure the timely completion of a certain aspect of a construction project or land development. At December 31, 2013, the Savings Bank had four performance standby letters of credit outstanding totaling approximately $312 thousand. All four performance letters of credit are secured by developed property. The letters of credit will mature within eighteen months. In the event that the obligor is unable to perform its obligations as specified in the applicable letter of credit agreement, the Savings Bank would be obligated to disburse funds up to the amount specified in the letter of credit agreement. The Savings Bank maintains adequate collateral that could be liquidated to fund these contingent obligations.

 

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PART II – OTHER INFORMATION

 

ITEM 6. Exhibits

The following exhibits are filed as part of this Form 10-Q/A, and this list includes the Exhibit Index.

 

Number

  

Description

  

Page

 
31.1    Rule 13a-14(a) / 15d-14(a) Certification of the Chief Executive Officer      E-1   
31.2    Rule 13a-14(a) / 15d-14(a) Certification of the Chief Accounting Officer      E-2   
32.1    Section 1350 Certification of the Chief Executive Officer      E-3   
32.2    Section 1350 Certification of the Chief Accounting Officer      E-4   
99    Report of Independent Registered Public Accounting Firm       

 

* Previously filed.

 

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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.

 

 

      WVS FINANCIAL CORP.
March 4, 2014     BY:  

/s/ David J. Bursic

Date      

David J. Bursic

President and Chief Executive Officer

(Principal Executive Officer)

March 4, 2014     BY:  

/s/ Keith A. Simpson

Date      

Keith A. Simpson

Vice-President, Treasurer and Chief Accounting Officer

(Principal Accounting Officer)

 

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