-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PRDkhEWKbWB3v9PYtzaudIRlsWjg7gp/Slab8TR5e/6zCHS7Ilca7kXIxwtYIDiK cJrOkrxvLio4K89Mos+E/w== 0000914317-99-000459.txt : 19990816 0000914317-99-000459.hdr.sgml : 19990816 ACCESSION NUMBER: 0000914317-99-000459 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990630 FILED AS OF DATE: 19990813 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HARDIN BANCORP INC CENTRAL INDEX KEY: 0000947220 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 431719104 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-26560 FILM NUMBER: 99687493 BUSINESS ADDRESS: STREET 1: 2ND & ELM STS STREET 2: P O BOX 608 CITY: HARDIN STATE: MO ZIP: 64035 BUSINESS PHONE: 8163984312 MAIL ADDRESS: STREET 1: 2ND & ELM STS STREET 2: P O BOX 608 CITY: HARDIN STATE: MO ZIP: 64035 10QSB 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO 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 Number 0-26560 HARDIN BANCORP, INC. - -------------------------------------------------------------------------------- (Exact name of Registrant as specified in its Charter) Delaware 43-1719104 - -------------------------------------------------------------------------------- State or other jurisdiction of (I.R.S. Employer incorporation or organization Identification Number) 201 Northeast Elm Street, Hardin, Missouri 64035 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (660) 398-4312 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 [ ] Indicate the number of shares outstanding of each of the issuer's classes of common stock as of the latest practicable date. Class Outstanding at June 30, 1999 - -------------------------------------------------------------------------------- Common stock, .01 par value 734,753 HARDIN BANCORP, INC. AND SUBSIDIARIES CONTENTS PART I FINANCIAL INFORMATION Item 1. Unaudited Financial Statements ............................ Page Consolidated Balance Sheets............................ 1 Consolidated Statements of Earnings.................... 2 Consolidated Statements of Stockholders' Equity........ 3 Consolidated Statements of Cash Flows................... 4-5 Notes to Consolidated Financial Statements.............. 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations................................................. 7-10 PART II OTHER INFORMATION.......................................... 11 Signatures................................................. 12
Hardin Bancorp, Inc. and Subsidiaries Consolidated Balance Sheets June 30, 1999 March 31, 1999 -------------- --------------- (Unaudited) Assets Cash $ 1,110,276 $ 838,044 Interest bearing deposits 2,651,920 4,156,648 Investment securities available-for-sale 40,575,529 44,519,193 Mortgage-backed securities available-for-sale 11,270,448 12,584,419 Loans receivable, net 72,744,634 69,504,900 Accrued interest receivable: Investment securities 456,631 501,114 Mortgage-backed securities 81,834 91,008 Loans receivable 495,450 456,003 Premises and equipment 1,834,535 1,832,311 Stock in Federal Home Loan Bank (FHLB) of Des Moines, at cost 2,000,000 2,000,000 Deferred income taxes receivable 507,220 188,000 Prepaid expenses and other assets 379,464 384,481 ============= ============= Total assets $ 134,107,941 $ 137,056,121 ============= ============= Liabilities and Stockholders' Equity Liabilities: Deposits $ 85,180,868 $ 83,326,871 Advances from borrowers for property taxes and insurance 461,811 294,424 Advances from FHLB 35,000,000 40,000,000 Accrued interest payable 39,930 40,949 Income taxes payable: Current 298,358 159,367 Deferred -- -- Accrued expenses and other liabilities 966,155 674,969 ------------- ------------- Total liabilities 121,947,122 124,496,580 ------------- ------------- Stockholders' equity: Common stock, $.01 par value; 3,500,000 shares authorized, 10,580 10,580 1,058,000 shares issued Serial preferred stock, $.01 par value; 500,000 shares authorized, none issued or outstanding -- -- Additional paid in capital 10,252,604 10,252,604 Retained earnings 8,219,886 8,097,420 Accumulated other comprehensive loss (937,575) (394,038) Unearned employee benefits (621,046) (643,395) Treasury stock (323,247 shares at cost) (4,763,630) (4,763,630) ------------- ------------- Total stockholders' equity 12,160,819 12,559,541 ============= ============= Total liabilities and stockholders' equity $ 134,107,941 $ 137,056,121 ============= =============
See accompanying notes to unaudited consolidated financial statements. -1-
Hardin Bancorp, Inc. and Subsidiaries Consolidated Statements of Earnings For the Three Months Ended June 30, 1999 and 1998 (Unaudited) 1999 1998 ---------- ---------- Interest income: Loans receivable $1,430,390 $1,307,251 Mortgage-backed securities 169,021 283,477 Investment securities 674,607 569,461 Other 61,770 64,656 ---------- ---------- Total interest income 2,335,788 2,224,845 ---------- ---------- Interest expense: Deposits 944,336 980,205 FHLB advances 477,435 458,054 ---------- ---------- Total interest expense 1,421,771 1,438,259 ---------- ---------- Net interest income 914,017 786,586 Provision for loan losses 1,297 15,000 ---------- ---------- Net interest income after provision for loan losses 912,720 771,586 ---------- ---------- Non-interest income: Service charges 132,975 77,103 Loan servicing fees 7,072 7,979 Gain on sale of loans held for sale -- 14,998 Gain on sale of investments and mortgage-backed securities 7,164 12,602 Other 39,432 17,393 ---------- ---------- Total non-interest income 186,643 130,075 ---------- ----------
Hardin Bancorp, Inc. and Subsidiaries Consolidated Statements of Earnings For the Three Months Ended June 30, 1999 and 1998 (Unaudited) (continued) 1999 1998 ---------- ---------- Non-interest expense: Compensation and benefits 340,141 325,723 Occupancy and equipment 66,305 57,236 Federal insurance premiums 11,940 11,942 Data processing 49,954 34,996 Other 212,616 183,533 ---------- ---------- Total non-interest expense 680,956 613,430 ---------- ---------- Earnings before income taxes 418,407 288,231 Income tax expense 148,990 102,593 ---------- ---------- Net earnings $ 269,417 $ 185,638 ========== ========== Net earnings per share: Basic $ 0.39 $ 0.24 Diluted 0.38 0.23 ========== ==========
See accompanying notes to unaudited consolidated financial statements. -2-
Hardin Bancorp, Inc. and Subsidiaries Consolidated Statements of Stockholders' Equity For the Three Months Ended June 30, 1999 (Unaudited) Additional Unearned Common Paid-in Retained Comprehensive Employee Stock Capital Earnings Loss Benefits ----------- ----------- ----------- ----------- ----------- Balance at March 31, 1999 $ 10,580 10,252,604 8,097,420 (394,038) (643,395) Comprehensive income: Net earnings -- -- 269,417 -- -- Change in net unrealized loss on securities available for sale, net of tax -- -- -- (543,537) -- ----------- ----------- ----------- ----------- ----------- Total comprehensive income (loss) -- -- 269,417 (543,537) -- ----------- ----------- ----------- ----------- ----------- Amortization of recognition and retention plan -- -- -- -- 22,349 Dividends declared ($.20 per share) -- -- (146,951) -- -- =========== =========== =========== =========== =========== Balance at June 30, 1999 $ 10,580 10,252,604 8,219,886 (937,575) (621,046) =========== =========== =========== =========== =========== Total Treasury Shareholders' Stock Equity ----------- ----------- Balance at March 31, 1999 (4,763,630) 12,559,541 Comprehensive income: Net earnings -- 269,417 Change in net unrealized loss on securities available for sale, net of tax -- (543,537) ----------- ----------- Total comprehensive income (loss) -- (274,120) ----------- ----------- Amortization of recognition and retention plan -- 22,349 Dividends declared ($.20 per share) -- (146,951) =========== =========== Balance at June 30, 1999 (4,763,630) 12,160,819 =========== ===========
See accompanying notes to unaudited consolidated financial statements. -3-
Hardin Bancorp, Inc. and Subsidiaries Consolidated Statements of Cash Flows For the Three Months Ended June 30 (Unaudited) 1999 1998 ----------- ----------- Operating Activities: Net Earnings $ 269,417 185,638 Adjustments to reconcile net earnings to net cash provided by operating activities: Provision for losses on loans 1,297 15,000 Depreciation 35,586 32,813 Premium accretion and amortization of discounts and deferred loan fees, net 16,205 (162,154) Net gain on sale of loans and investment and mortgage-backed securities (7,163) (27,600) Origination of loans held for sale -- (842,830) Amortization of deferred Recognition and Retention Plan (RRP) 22,349 22,937 Changes in asset and liabilities: Interest receivable 14,210 (136,793) Other assets 5,017 (69,886) Accrued interest payable (1,019) 10,251 Accrued expense and other liabilities 276,491 54,597 Income taxes payable 138,991 (132,409) ----------- ----------- Net cash provided by (used in) operating activities 771,381 (1,050,436) ----------- ----------- Investing Activities: Net increase in loans receivable (3,243,821) (4,270,943) Proceeds from sales of loans -- 862,450 Principal payments on mortgage-backed & related securities: Available-for-sale 3,020,060 393,686 Held-to-maturity -- 588,226 Proceeds from sales of available-for-sale mortgage-backed securities 363,166 -- Purchase of available-for-sale investment securities -- (13,942,348) Proceeds from maturities of available-for-sale investment securities -- 6,000,000 Proceeds from sales of available for sale investment securities 1,005,400 816,833 Purchase of stock in FHLB of Des Moines -- (500,000) Purchase of office properties and equipment (37,810) (172,976) ----------- ----------- Net cash provided by (used in) investing activities $ 1,106,995 (10,225,072) ----------- -----------
-4-
Hardin Bancorp, Inc. and Subsidiaries Consolidated Statements of Cash Flows For the Three Months Ended June 30, (Unaudited) 1999 1998 ------------ ------------ Financing Activities: Net increase in savings deposits $ 1,853,997 2,122,565 Proceeds from FHLB advances 6,000,000 10,000,000 Repayments of FHLB advances (11,000,000) -- Net decrease in advances from borrowers for taxes and insurance 167,387 162,139 Payment of dividends (132,256) (107,063) Purchase of treasury stock -- (136,192) ------------ ------------ Net cash (used in) provided by financing activities (3,110,872) 12,041,449 ------------ ------------ (Decrease) increase in cash (1,232,496) 765,941 Cash and equivalents at beginning of period 4,994,692 3,781,801 ------------ ------------ Cash and equivalents at end of period $ 3,762,196 4,547,742 ============ ============ Supplemental disclosure of cash flow information: Cash paid for: Interest $ 1,422,790 1,428,008 Income taxes, net of refunds $ 9,999 235,002 Non-cash investing and financing: Dividends declared and payable $ 146,951 114,295
See accompanying notes to unaudited consolidated financial statements. -5- HARDIN BANCORP, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements (Unaudited) (1) Basis of Presentation The accompanying unaudited consolidated financial statements of Hardin Bancorp, Inc. and subsidiaries have been prepared in accordance with instructions for Form 10-QSB. To the extent that information and footnotes required by generally accepted accounting principles for complete financial statements are contained in the audited financial statements included in the Company's Annual Report for the year ended March 31, 1999, such information and footnotes have not been duplicated herein. In the opinion of management, all adjustments, consisting only of normal recurring accruals, which are necessary for the fair presentation of the interim financial statements have been included. The statement of earnings for the three-month period ended June 30, 1999 is not necessarily indicative of the results which may be expected for the entire year. The March 31, 1999 consolidated balance sheet has been derived from the audited consolidated financial statements as of that date. (2) Earnings Per Share Basic earnings per share excludes dilution and is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share includes the effect of potential dilutive common shares (stock options) outstanding during the period. The shares used in the calculation of basic and diluted earnings per share are shown below:
For the three months ended June 30, 1999 1998 ------------ ------------- Basic weighted average shares 690,886 763,500 Common stock equivalents/stock options 26,912 36,722 ------------ ------------- Diluted weighted average shares 717,798 800,222 ============ =============
(3) Comprehensive Income On April 1, 1998 the Company adopted SFAS No. 130, "Reporting Comprehensive Income" which requires the reporting of comprehensive income and its components. Comprehensive income is defined as the change in equity from transactions and other events and circumstances from non-owner sources and excludes investments by and distributions to owners. Comprehensive income includes net income and other items of comprehensive income meeting the above criteria. The Company's only component of other comprehensive income is the unrealized holding gains and losses on available-for-sale securities.
For the three months ended June 30, 1999 1998 -------- -------- Unrealized holding gains (losses) (855,594) 60,488 Less: reclassification adjustment for gains included in net income 7,164 12,602 -------- -------- Net unrealized gains (losses) on securities (862,758) 47,886 Income tax (expense) benefit 319,221 (19,071) -------- -------- ======== ======== Other comprehensive income (loss) (543,537) (28,815) ======== ========
-6- HARDIN BANCORP, INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL - ------- Hardin Bancorp, Inc. (the "Company") was incorporated under the laws of the state of Delaware to become a savings bank holding company with Hardin Federal Savings Bank (the "Bank") of Hardin, Missouri, as its subsidiary. The holding company was incorporated at the direction of the Board of Directors of the Bank, and on September 28, 1995, acquired all of the capital stock of the Bank upon its conversion from mutual to stock form (the "conversion"). Prior to the conversion, the holding company did not engage in any material operations. Hardin Federal Savings Bank was originally founded in 1888 as a Missouri chartered savings and loan association located in Hardin, Missouri. On March 21, 1995, the Bank's members voted to convert the Bank to a Federal mutual charter. The Bank conducts its business through its main office in Hardin, Ray County, and two full service branch offices located in Richmond, Ray County, and Excelsior Springs, Clay County, Missouri. Deposits are insured by the Federal Deposit Insurance Corporation (the "FDIC") to the maximum allowable. The Bank is principally engaged in the business of attracting retail savings deposits from the general public and investing those funds in first mortgage loans on owner occupied, single-family residential loans, commercial real estate loans, mortgage-backed securities, U.S. Government and agency securities, and insured interest bearing deposits. The Bank also originates consumer loans for the purchase of automobiles, home improvement, and home equity lines of credit. The most significant outside factors influencing the operations of the Bank and other financial institutions include general economic conditions, competition in the local market place and the related monetary and fiscal policies of agencies that regulate financial institutions. More specifically, the cost of funds primarily consisting of insured deposits is influenced by interest rates on competing investments and general market rates of interest, while lending activities are influenced by the demand for real estate financing and other types of loans, which in turn is affected by the interest rates at which such loans may be offered and other factors affecting loan demand and funds availability. The deposits of the Bank are insured by the Savings Association Insurance Fund (the "SAIF"), which together with the Bank Insurance Fund (the "BIF"), are the two insurance funds administered by the FDIC. FINANCIAL CONDITION - ------------------- Consolidated assets of Hardin Bancorp, Inc. were $134,107,941 as of June 30, 1999, as compared to $137,056,121, on March 31, 1999, a decrease of $2,948,180. The decrease was primarily due to a decrease in investment and mortgage backed securities partially offset by an increase in loans. Loans receivable, net, increased to $72,744,634 on June 30, 1999 from $69,504,900 on March 31, 1999, an increase of $3,239,734. Mortgage-backed securities decreased $1,313,971 to $11,270,448 on June 30, 1999, from $12,584,419 on March 31, 1999. The decrease in mortgage-backed securities and the increase in loans reflect the Bank's plan to increase the loan portfolio and decrease mortgage-backed securities. Cash, interest bearing deposits and investment securities decreased $5,176,160 from $49,513,885 on March 31, 1999, to $44,337,725 on June 30, 1999. The decrease was due to investment funds being utilized to repay FHLB advances and originate mortgage and consumer loans. Deposits totaled $85,180,868 on June 30, 1999, an increase of $1,853,997 from $83,326,871 on March 31, 1999. The increase in deposits is primarily due to a successful special certificate of deposit promotion and the Bank's high performance checking account program. Stockholders' equity was $12,160,819 on June 30, 1999, compared to $12,559,541 on March 31, 1999. The small change in stockholders' equity was the result of an increase in the unrealized loss on investment securities. -7- RESULTS OF OPERATIONS - --------------------- Net earnings for the Company's first fiscal quarter ended June 30, 1999 were $269,417 compared to $185,638 for the comparable quarter in 1998. The increase was due to an increase in net interest income after provision for loan losses and an increase in total non-interest income, which was partially offset, by an increase in total non-interest expense. Basic earnings per share for the quarter ended June 30, 1999 was $0.39 per share while diluted earnings per share was $0.38. Basic earnings per share was calculated based on 690,886 average shares outstanding and diluted earnings per share was calculated based on 717,798 average shares outstanding. Basic earnings per share for the comparable quarter ended June 30, 1998 was $0.24 per share while diluted earnings per share was $0.23. Basic earnings per share was calculated based on 763,500 average shares outstanding and diluted earnings per share was calculated based on 800,222 average shares outstanding. Net interest income after provision for loan losses was $912,720 for the quarter ended June 30, 1999 compared to $771,586 for the quarter ended June 30, 1998, an increase of $141,134. This increase was a result of total interest income increasing $110,943 from $2,224,845 in 1998 to $2,335,788 in 1999 while total interest expense decreased $16,488 from $1,438,259 in 1998 to $1,421,771 in 1999. The increase in total interest income was due to an increase in total interest-bearing assets while the decrease in total interest expense was a result of a decrease in the average cost of deposits. Total non-interest income increased from $130,075 for the quarter ended June 30, 1998 to $186,643 for the quarter ended June 30, 1999. The increase was primarily due to higher service charge income and other income from the Bank's service corporation. The Company's total non-interest expense for the three months ended June 30, 1999 was $680,956 compared to $613,430 for the comparable quarter in 1998. The increase was primarily due to increases in compensation and benefits expense, occupancy and equipment expense, data processing expense, and other expense due to costs related to Year 2000 compliance issues. PROVISION FOR LOAN LOSSES - ------------------------- For the three months ended June 30, 1999 the Company recorded $1,297 in provision for loan losses in accordance with its classification of assets policy. The Company's loan portfolio consists primarily of one-to-four family mortgage loans, and has experienced minimal charge-offs in the past two years. At June 30, 1999, the Bank's allowance for loan losses was $308,155, or 256% of non-performing assets compared to $311,196, or 135% at March 31, 1999. The allowance for loan losses was .42% of total loans at June 30, 1999, compared to .45% at March 31, 1999. At June 30, 1999, non-performing assets were $120,155 compared to $231,000 at March 31, 1999. Loans are considered non-performing when the collection of principal and/or interest is not probable, or in the event payments are more than 90 days delinquent. Management will continue to monitor its allowance for loan losses and make additions to the allowance through the provision for loan losses as economic conditions dictate. Although the Company maintains its allowance for loan losses at a level considered to be adequate, there can be no assurance that future losses will not exceed estimated amounts or that additional provisions for loan losses will not be required in the future. -8- CAPITAL RESOURCES - ----------------- The Bank is subject to three capital to asset requirements in accordance with Office of Thrift Supervision (the "OTS") regulations. The following table is a summary of the Bank's regulatory capital requirements versus actual capital at June 30, 1999.
Actual Required Excess Amount/Percent Amount/Percent Amount/Percent -------------- -------------- -------------- (Dollars in Thousands) Tangible Capital $11,925/ 8.90% $2,385/2.00% $9,540/ 6.90% Core Leverage Capital $11,925/ 8.90% $4,770/4.00% $7,155/ 4.90% Risk-based Capital $12,226/19.19% $5,097/8.00% $7,129/11.19%
LIQUIDITY - --------- The Bank's principal sources of funds are deposits, principal and interest payments on loans, deposits in other insured institutions, and investment securities. While scheduled loan repayments and maturing investments are relatively predictable, deposit flows and early loan payments are more influenced by interest rates, general economic conditions and competition. Additional sources of funds may be obtained from the FHLB by utilizing numerous available products to meet funding needs. The Bank is required to maintain minimum levels of liquid assets as defined by regulations. The required percentage is currently four percent of net withdrawable savings deposits and borrowings payable on demand or in one year or less. The Bank has maintained its liquidity ratio at levels exceeding the minimum requirement. The eligible liquidity ratio at June 30, 1999 was 53.04%. In light of the competition for deposits, the Bank may utilize the funding sources of the FHLB to meet loan demand in accordance with the Bank's growth plans. The wholesale funding sources may allow the Bank to obtain a lower cost of funding and create a more efficient liability match to the respective assets being funded. For purposes of the cash flows, all short-term investments with a maturity of three months or less at the date of purchase are considered cash equivalents. Cash and cash equivalents for the periods ended June 30, 1999 and 1998 were $3,762,196 and $4,547,742, respectively. The decrease was primarily due to an increase in net cash used in financing activities. Net cash provided by financing activities decreased from $12,041,449 for the three months ended June 30, 1998 compared to ($3,110,872) for the three months ended June 30, 1999. The decrease in net cash provided by financing activities was due to repayments of FHLB advances and a reduction in available-for-sale securities. RECENT ACCOUNTING DEVELOPMENTS - ------------------------------ In June of 1999, the Financial Accounting Standards board issued SFAS No. 137, "Accounting for Derivative Instruments and Hedging Activities - Deferral of the Effective Date of FASB Statement No. 133." This statement amends SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities, " to defer its effective date. SFAS No. 137 is effective for all fiscal quarters beginning after June 15, 2000, however the Company adopted the provisions of SFAS No. 133 at July 1, 1998 and utilized an option to transfer its held-to-maturity investment security portfolio to available-for-sale. Accordingly, all unrealized gains and losses were recorded at that date. YEAR 2000 COMPLIANCE - -------------------- The Company utilizes and is dependent upon data processing systems and software to conduct its business. The data processing systems and software include those developed and maintained by the Company's data processor and purchased software which is run on in-house computer networks. In 1997, the Company initiated a review and assessment of all hardware and software to confirm that it will function properly in the year 2000. The Company has replaced its computer hardware with Year 2000 compliant equipment and updated software with Year 2000 compliant versions. The primary service provider for the Company is Fiserv, Inc., Des Moines, Iowa. Fiserv has provided the Company with proxy test results indicating Year 2000 compliance. A specific connectivity was tested with Fiserv in March 1999. Third party vendors have identified Year 2000 issues and are completing revisions to systems and software to become Year 2000 compliant. Security systems, heating and cooling systems and other mechanical devices on which the Company relies have been evaluated. The approximate cost incurred by the Company to date for Year 2000 compliance is $83,000. Other expenses, if incurred, are expected to be minimal. The Company is substantially dependent on its computer systems and the computer system of its data processor. Failure of -9- the data center would have a serious impact on the operation of the Company and could result in an interruption of service to customers, as well as an adverse financial impact on the Company. The worse case scenario might be, (1) loss of customers due to decreased levels of customer service or loss of utilities, (2) large withdrawal requests creating deposit outflows, (3) increased employee expense if extra staff is needed to perform data processing. The Company has prepared a contingency/business resumption plan to provide contingencies for possible serious failures of the Company's hardware, software or vendor's systems. The plan addresses recovery procedures for potential failures in the event of a Year 2000 disruption. The Company is taking the necessary steps to validate and test its contingency/business resumption plan in order to minimize the impact on operations should there be system failures. FORWARD LOOKING STATEMENT - ------------------------- This Quarterly Report on Form 10-Q may contain certain forward-looking statements consisting of estimates with respect to the financial condition, results of operations and business of the Company that are subject to various factors which could cause actual results to differ materially from these estimates. These factors include, but are not limited to, general economic conditions, changes in interest rates, deposit flows, loan demand, real estate values and competition; changes in accounting principles, policies or guidelines; changes in legislation or regulation; and other economic, competitive, governmental, regulatory and technological factors affecting the Company's operations, pricing, products and services. -10- PART II - OTHER INFORMATION Item 1. Legal Proceedings ----------------- None. Item 2. Changes in Securities --------------------- None. Item 3. Defaults Upon Senior Securities ------------------------------- None. Item 4. Submission of Matters to a Vote of Security Holders --------------------------------------------------- None. Item 5. Other Information ----------------- As of June 30, 1999, the Company held 323,247 shares of its common stock as treasury stock at an aggregate purchase price of $4,763,630. On June 17, 1999 the Board of Directors declared a $.20 per share cash dividend to all stockholders of record on July 2, 1999, payable on July 16, 1999. Item 6. Exhibits and Reports on Form 8-K -------------------------------- Exhibits: 27 - Financial Data Schedule Reports on Form 8-K: None. -11- SIGNATURES Pursuant to the requirement 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. HARDIN BANCORP, INC. Registrant Date: August 13, 1999 /s/ Robert W. King --------------- ------------------ Robert W. King, President and Chief Executive Officer (Duly Authorized Officer) Date: August 13, 1999 /s/ Karen K. Blankenship --------------- ------------------------ Karen K. Blankenship, Senior Vice President and Secretary (Principal Accounting Officer) -12- EX-27 2
9 3-MOS MAR-31-2000 JUN-30-1999 1,110 2,652 0 0 51,846 0 0 73,053 308 134,108 85,181 20,000 1,766 15,000 0 0 11 12,150 12,161 1,430 844 62 2,336 944 1,422 914 1 7 681 418 418 0 0 269 .39 .38 6.77 120 0 0 453 311 5 1 308 260 0 48
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