ý
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549
 
FORM 8-K
 
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 
Date of report (Date of earliest event reported):
April 27, 2015
 
HF FINANCIAL CORP.
(Exact name of registrant as specified in its charter)
 
Delaware
 
0-19972
 
46-0418532
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
225 South Main Avenue
Sioux Falls, SD
 
57104
(Address of principal executive offices)
 
(Zip Code)
 
(605) 333-7556
(Registrant’s telephone number, including area code)
 
Not Applicable

(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2):
 
o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))






ITEM 2.02           RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
 
On April 27, 2015, HF Financial Corp. (the “Company”) issued a press release regarding results for the quarter ended March 31, 2015.
 
The information in Item 2.02 of this Current Report on Form 8-K, including the Exhibit 99.1, which is incorporated herein by reference, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference in to any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
 

 
ITEM 8.01           OTHER EVENTS.
 
Quarterly Cash Dividend

 The Company announced on April 27, 2015, that it would pay a quarterly cash dividend of 11.25 cents per common share for the third quarter of the 2015 fiscal year. The dividend is payable May 15, 2015 to stockholders of record May 8, 2015.
A copy of the Company’s March 31, 2015 press release regarding these matters is attached as Exhibit 99.1.
 
ITEM 9.01           FINANCIAL STATEMENTS AND EXHIBITS.
 
(d)                                 Exhibits:
 
99.1                        Press Release dated April 27, 2015.





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 hereunto duly authorized.
 
 
 
HF Financial Corp
 
 
(Registrant)
 
 
 
 
 
 
Date:
April 27, 2015
By:
/s/ Stephen M. Bianchi
 
 
 
Stephen M. Bianchi, President
 
 
 
and Chief Executive Officer
 
 
 
(Duly Authorized Officer)
 
 
 
 
 
 
 
 
Date:
April 27, 2015
By:
/s/ Brent R. Olthoff
 
 
 
Brent R. Olthoff, Senior Vice President,
 
 
 
Chief Financial Officer, and Treasurer
 
 
 
(Principal Financial Officer)







HF Financial Corp. Reports Third Quarter 2015 GAAP Earnings of $0.10 Per Diluted Share and Core Diluted Earnings Per Share of $0.23
Tangible Capital Ratio Expands to 8.67%
Net Interest Margin Expansion Continues
Company Declares Regular Quarterly Dividend of $0.1125 per Share

SIOUX FALLS, SD, April 27, 2015 -- HF Financial Corp. (Nasdaq: HFFC) today reported third quarter earnings of $719,000, or $0.10 per share compared to $2.0 million, or $0.28 per share one year earlier. The quarter’s earnings were influenced by the completion of the strategy to reduce borrowings through the use of liquid investments which began in the preceding quarter and costs associated with previously announced branch consolidations. For the nine months ended March 31, 2015, earnings totaled $1.7 million compared to $5.1 million for the same period ended March 31, 2014. Core earnings, a non-GAAP measure, were $1.6 million, or $0.23 per diluted share for the third fiscal quarter of 2015, as compared to core earnings of $1.8 million, or $0.26 per diluted share, for the third fiscal quarter a year ago. For the first nine months of fiscal 2015, core earnings were $5.3 million, or $0.75 per diluted share compared to $4.8 million, or $0.67 per diluted share for the first nine months of fiscal 2014.
Loan balances grew 15.5% to $871.6 million from a year ago, while FHLB advances and other borrowings declined 72.1% to $41.2 million. Total assets declined to $1.14 billion at March 31, 2015, from $1.26 billion one year earlier and tangible capital as a percent of tangible assets increased 112 basis points to 8.67%. Asset quality remains strong with nonperforming assets as a percentage of total assets at 1.15% at March 31, 2015, compared to 1.50% one year earlier.
“We have substantially improved our tangible capital ratio and net interest margin in the past two quarters by repaying a large balance of higher-cost FHLB advances and reducing lower-yielding investment securities. Further, upon completion of the recently announced branch sale, we expect to further exceed all of our capital requirement ratios providing more flexibility in our capital management strategies. Our banking platform is well positioned for continued loan and deposit growth, and the communities we serve will continue to benefit from our enhanced service,” said Stephen Bianchi, President and Chief Executive Officer.

Announces Branch Sale of Pierre, SD Loans, Deposits and Facility Assets

On April 15, 2015, the Company issued a press release announcing that it had entered into a definitive agreement to sell its Pierre, SD branch location. Bianchi stated, "This agreement was done as part of our ongoing strategy to increase our focus on customer service and organic growth in our core banking markets of eastern South Dakota, and our newer metropolitan markets in Fargo, ND and the Twin Cities. Under the terms of this agreement we are selling loans, deposits and branch facilities and equipment. We are confident the buyer, First Dakota National Bank, will continue to provide excellent service to our clients and contribute positively to the Pierre community."   A closing is expected in July, 2015, subject to regulatory approval.






Fiscal 2015 Third Quarter Financial Highlights: (at or for the periods ended March 31, 2015, compared to December 31, 2014, and/or March 31, 2014.)
Core earnings, a non- GAAP measure, were $1.6 million, or $0.23 per share, for the third fiscal quarter of 2015. GAAP earnings were $719,000, or $0.10 per diluted share for the third quarter. The reported earnings were impacted by a $1.1 million loss on the sale of securities, costs associated with branch closures of $695,000, and offset partially by gains on the sale of property of $313,000.
FHLB advances totaling $122.9 million were repaid during the third fiscal quarter and funded through the sale of investment securities. These sale and repayment activities largely complete the balance sheet restructuring initiated in the previous fiscal quarter. Average borrowing costs decreased to 0.35% in the third fiscal quarter compared to 1.68% the previous quarter.
The net interest margin expressed on a fully taxable equivalent basis (“NIM, TE”), a non-GAAP measure, increased to 3.33% for the fiscal third quarter 2015 compared to 3.19% for the previous quarter.
Total loans increased to $871.6 million at March 31, 2015, from $855.1 million at December 31, 2014, and from $754.8 million one year earlier, or a 15.5% increase year over year.
Nonperforming assets totaled $13.1 million, or 1.15% of total assets at quarter end compared to $12.8 million or 1.01% of total assets one quarter earlier. One year earlier, nonperforming assets totaled $18.8 million, or 1.50% of total assets. Nonperforming assets at March 31, 2015, include $8.7 million of non-accruing troubled debt restructured loans that are compliant with their restructured terms. Net charge-offs were $203,000 for the fiscal third quarter, and $691,000 on a year-to-date basis or just 0.11% annualized of the average total loans.
Loan loss allowances totaled 1.26% of total loans at March 31, 2015, compared to 1.28% one quarter earlier. The Company has no direct exposure to the Oil & Gas Industry.
As previously announced, the Bank reached an agreement to sell its branch office in Pierre, SD. The transaction is expected to close in the first fiscal quarter of 2016.
Bank capital ratios as of March 31, 2015, continued to remain well above the newly implemented regulatory “well-capitalized” minimum levels and includes the newly implemented common equity tier 1 capital to risk-weighted assets ratio:
Total risk-based capital to risk-weighted assets was 13.64% versus 13.86% at December 31, 2014.
Tier 1 capital to risk-weighted assets was 12.50% versus 12.70% at December 31, 2014.
Tier 1 capital to total adjusted assets was 10.23% versus 9.46% at December 31, 2014.
Common equity tier 1 capital to risk-weighted assets was 12.50% at March 31, 2015.
The most recent dividend of $0.1125 per share represents 3.05% current yield at recent market prices.
Tangible book value was $13.93 per share at March 31, 2015, compared to $13.41 per share one year earlier. This increase in tangible book value combined with a total dividend of $0.45 results in an intrinsic return of 7.23% for the past twelve month period.
For a reconciliation of core earnings and core diluted earnings per share to accounting principles generally accepted in the United States ("GAAP") for net income and GAAP diluted earnings per share, please refer to the tables in the section titled "Reconciliation of GAAP Earnings and Core Earnings."
Balance Sheet and Asset Quality Review
HF Financial’s total asset base was $1.14 billion at March 31, 2015, compared to $1.26 billion one quarter earlier. HF Financial continues to grow its loan portfolio and fund new loans, in part, with proceeds from short-term, liquid investments. In the third fiscal quarter of 2015, total loans increased $16.5 million to $871.6 million from the end of the previous quarter and $116.8 million, or 15.5% from a year ago. The increase in the loan balance reflected an increased balance of commercial real estate and agricultural loans. Commercial real estate loans were the largest portion of the portfolio, which totaled 53.0% of total loans at March 31, 2015, followed by agricultural loans totaling 24.6%.
“Our loan portfolio remains well diversified. Within our commercial and agricultural portfolios we have minimized concentrations with commercial real estate spread amongst multi-family, hotels, shopping centers and more, while the agriculture portfolio varies within dairy, grain, beef, corn and farmland,” stated Bianchi.





Total deposits decreased slightly to $934.3 million at March 31, 2015, from $952.4 million one year earlier and $946.8 million one quarter earlier. Non-certificate accounts represented 68.6% of total deposits while certificates of deposit represented 31.4% of total deposits at March 31, 2015.
FHLB advances and other borrowings decreased during the third fiscal quarter of 2015 to $41.2 million compared to $164.1 million in the previous quarter. At period end March 31, 2015, the weighted average cost of FHLB borrowings is 0.37%.
Nonperforming assets ("NPAs"), which included $8.7 million of troubled debt restructurings that are in compliance with their restructured terms, totaled $13.1 million at March 31, 2015 compared to $18.8 million one year earlier. At March 31, 2015, NPAs represented 1.15% of total assets and included only $27,000 in foreclosed assets.
The allowance for loan and lease losses at March 31, 2015, totaled $11.0 million and represented 1.26% of total loans and leases. Total allowance relative to total nonperforming loans was 84.4% at March 31, 2015, compared to 55.8% one year earlier.
Tangible common stockholders' equity increased to 8.67% of tangible assets at March 31, 2015 from 7.72% at December 31, 2014. Tangible book value per common share was $13.93 at March 31, 2015, up from $13.41 one year earlier.
Capital ratios continued to remain well above regulatory requirements with Tier 1 capital to risk-weighted assets of 12.50% at March 31, 2015, while the ratio of Tier 1 capital to total adjusted assets was 10.23%. These regulatory ratios were higher than the required minimum levels of 6.00% and 4.00%, respectively.
Review of Operations
For the third fiscal quarter ending March 31, 2015, HF Financial's operations reflected the completion of balance sheet restructuring activities designed to improve the net interest margin, while the growing loan portfolio has improved yields on interest earning assets. Net interest income totaled $8.8 million for the third fiscal quarter of fiscal 2015 compared to $9.4 million the previous quarter and $8.3 million one year earlier. The prior quarter included the recovery of $771,000 of non-accruing interest on a refinanced loan. The NIM, TE expanded to 3.33% for the fiscal third quarter compared to 3.19% the previous quarter and 2.95% one year earlier.
“We have reset our funding and branch structure to facilitate lower cost core operations. Our net interest margin has increased significantly, and we are getting more efficient use of our branch office network,” stated Brent Olthoff, Chief Financial Officer and Treasurer.
Provision for loan losses reflect reserves established for the larger loan portfolio, environmental conditions and historical charge-off activity. Provisions totaled $282,000 for the third fiscal quarter of 2015, compared to $941,000 for the second fiscal quarter of 2015 and $260,000 for the year ago quarter.
Noninterest income totaled $2.1 million for the fiscal third quarter of 2015 compared to $3.1 million in the previous quarter. The sale of securities to fund the repayment of FHLB advances resulted in a loss of $1.1million, while the loss on disposal of closed branch fixed assets was $298,000. Mortgage activity produced $776,000 in servicing and gains on loan sales revenue in the third fiscal quarter of 2015 compared to $817,000 in the previous quarter. Fees on deposits totaled $1.4 million for the third quarter of fiscal 2015 compared to $1.6 million the previous quarter. Other noninterest income for the fiscal third quarter included a $313,000 net gain on sale of a branch property subsequently leased back by the Company.
Total noninterest expenses were $9.8 million compared to $13.1 million in the previous quarter. The previous quarter included costs associated with the prepayment of FHLB advances totaling $4.1 million. The current quarter reflected numerous one-time costs associated with the branch closures totaling approximately $397,000.
These financial results are preliminary until the Form 10-Q is filed in May 2015.





Quarterly Dividend Declared
The board of directors declared a regular quarterly cash dividend of $0.1125 per common share for the second fiscal quarter 2015. The dividend is payable May 15, 2015 to stockholders of record May 8, 2015.
Use of Non-GAAP Financial Measures
This press release contains financial measures that are not calculated in accordance with U.S. generally accepted accounting principles (“GAAP”). “Net Interest Margin, TE” and "Core Earnings" are non-GAAP financial measures. Information regarding the usefulness of Net Interest Margin, TE and Core Earnings appear in the notes to the attached financial statements. The Company believes that the presentation of non-GAAP financial measures will permit investors to assess the Company's core operating results on the same basis as management. Non-GAAP financial measures should be considered supplemental to, not a substitute for or superior to, financial measures calculated in accordance with GAAP. As other companies may use different calculations for these measures, these presentations may not be comparable to other similarly titled measures reported by other companies. Reconciliation of the non-GAAP measures to the most comparable GAAP measures are set forth in the notes to the attached financial statements.
About HF Financial Corp.
HF Financial Corp., based in Sioux Falls, SD, is the parent company for financial services companies, including Home Federal Bank, Mid America Capital Services, Inc., dba Mid America Leasing Company, Hometown Investment Services, Inc. and HF Financial Group, Inc. As a publicly traded savings association headquartered in South Dakota, HF Financial Corp. operates with 24 offices in 18 communities, throughout Eastern South Dakota, Minnesota, and North Dakota. The Company operates a branch in the Twin Cities market as Infinia Bank, a Division of Home Federal Bank of South Dakota, and a loan production office in Fargo, North Dakota. Internet banking is also available at www.homefederal.com and www.infiniabank.com.
This news release and other reports issued by the Company, including reports filed with the Securities and Exchange Commission, contain “forward-looking statements” that deal with future results, expectations, plans and performance. In addition, the Company's management may make forward-looking statements orally to the media, securities analysts, investors or others. These forward-looking statements might include one or more of the following:
Projections of income, loss, revenues, earnings or losses per share, dividends, capital expenditures, capital structure, adequacy of loan loss reserves, tax benefit or other financial items.
Descriptions of plans or objectives of management for future operations, products or services, transactions, investments and use of subordinated debentures payable to trusts.
Forecasts of future economic performance.
Use and descriptions of assumptions and estimates underlying or relating to such matters.
Forward-looking statements can be identified by the fact they do not relate strictly to historical or current facts. They often include words such as “optimism,” “look-forward,” “bright,” “pleased,” “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate” or words of similar meaning, or future or conditional verbs such as “will,” “would,” “should,” “could,” or “may”.
Forward-looking statements about the Company's expected financial results and other plans are subject to certain risks, uncertainties and assumptions. These include, but are not limited to the following: possible legislative changes and adverse economic, business and competitive conditions and developments (such as shrinking interest margins and continued short-term environments); deposit outflows, reduced demand for financial services and loan products; changes in accounting policies or guidelines, or in monetary and fiscal policies of the federal government; changes in credit and other risks posed by the Company's loan and lease portfolios; the ability or inability of the Company to manage interest rate and other risks; unexpected or continuing claims against the Company's self-insured health plan; the ability or inability of the Company to successfully enter into a definitive agreement for and close anticipated transactions; technological, computer-related or operational difficulties; adverse changes in securities markets; results of litigation; and the other risks detailed from time to time in the Company's SEC filings, including but not limited to, its annual report on Form 10-K for the fiscal year ending June 30, 2014, and its subsequent quarterly reports on Form 10-Q.





Forward-looking statements speak only as of the date they are made. The Company does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements are made. Although the Company believes its expectations are reasonable, it can give no assurance that such expectations will prove to be correct. Based upon changing conditions, should any one or more of these risks or uncertainties materialize, or should any underlying assumptions prove incorrect, actual results may vary materially from those described in any forward-looking statements.
CONTACT:     HF Financial Corp.
Stephen Bianchi, President and Chief Executive Officer (605) 333-7556




HF Financial Corp.
Selected Consolidated Operating Highlights
(Dollars in Thousands, except share data)
(Unaudited)
 
 
Three Months Ended
 
Nine Months Ended
 
 
March 31,
 
December 31,
 
March 31,
 
March 31,
 
 
2015
 
2014
 
2014
 
2015
 
2014
Interest, dividend and loan fee income:
 
 

 
 

 
 

 
 

 
 

Loans and leases receivable
 
$
9,197

 
$
10,192

 
$
8,781

 
$
28,549

 
$
25,740

Investment securities and interest-earning deposits
 
863

 
1,059

 
1,716

 
3,128

 
4,099

 
 
10,060

 
11,251

 
10,497

 
31,677

 
29,839

Interest expense:
 
 

 
 

 
 

 
 
 
 
Deposits
 
846

 
899

 
960

 
2,661

 
2,996

Advances from Federal Home Loan Bank and other borrowings
 
365

 
988

 
1,212

 
2,517

 
3,955

 
 
1,211

 
1,887

 
2,172

 
5,178

 
6,951

Net interest income
 
8,849

 
9,364

 
8,325

 
26,499

 
22,888

Provision for losses on loans and leases
 
282

 
941

 
260

 
1,201

 
279

Net interest income after provision for losses on loans and leases
 
8,567

 
8,423

 
8,065

 
25,298

 
22,609

Noninterest income:
 
 

 
 

 
 

 
 
 
 
Fees on deposits
 
1,375

 
1,550

 
1,472

 
4,524

 
4,727

Loan servicing income, net
 
319

 
345

 
703

 
1,034

 
2,132

Gain on sale of loans
 
457

 
472

 
344

 
1,476

 
1,759

Earnings on cash value of life insurance
 
204

 
208

 
201

 
619

 
613

Trust income
 
234

 
225

 
229

 
682

 
642

Commission and insurance income
 
438

 
367

 
404

 
1,224

 
1,035

Gain (loss) on sale of securities, net
 
(1,076
)
 
(75
)
 
233

 
(1,117
)
 
591

Loss on disposal of closed-branch fixed assets
 
(298
)
 

 

 
(461
)
 

Other
 
402

 
33

 
98

 
540

 
295

 
 
2,055

 
3,125

 
3,684

 
8,521

 
11,794

Noninterest expense:
 
 

 
 

 
 

 
 
 
 
Compensation and employee benefits
 
5,675

 
5,508

 
5,298

 
16,434

 
16,025

Occupancy and equipment
 
1,330

 
1,008

 
1,058

 
3,381

 
3,140

FDIC insurance
 
221

 
191

 
220

 
627

 
661

Check and data processing expense
 
815

 
815

 
784

 
2,463

 
2,297

Professional fees
 
447

 
425

 
502

 
1,512

 
1,633

Marketing and community investment
 
444

 
376

 
315

 
1,192

 
935

Foreclosed real estate and other properties, net
 
24

 
9

 
50

 
61

 
306

Loss on early extinguishment of debt
 

 
4,065

 

 
4,065

 

Other
 
824

 
752

 
691

 
2,215

 
2,027

 
 
9,780

 
13,149

 
8,918

 
31,950

 
27,024

Income (loss) before income taxes
 
842

 
(1,601
)
 
2,831

 
1,869

 
7,379

Income tax expense (benefit)
 
123

 
(733
)
 
858

 
206

 
2,257

Net income (loss)
 
$
719

 
$
(868
)
 
$
1,973

 
$
1,663

 
$
5,122

 
 
 
 
 
 
 
 
 
 
 
Basic earnings (loss) per common share:
 
$
0.10

 
$
(0.12
)
 
$
0.28

 
$
0.24

 
$
0.73

Diluted earnings (loss) per common share:
 
$
0.10

 
$
(0.12
)
 
$
0.28

 
$
0.24

 
$
0.73

Basic weighted average shares:
 
7,054,197

 
7,054,340

 
7,055,440

 
7,054,662

 
7,055,256

Diluted weighted average shares:
 
7,061,035

 
7,059,032

 
7,057,953

 
7,059,805

 
7,057,896

Outstanding shares (end of period):
 
7,054,451

 
7,054,352

 
7,055,440

 
7,054,451

 
7,055,440

Number of full-service offices
 
23

 
26

 
27

 
 

 
 



HF Financial Corp.
Consolidated Statements of Financial Condition
(Dollars in Thousands, except share data)
 
March 31, 2015
 
June 30, 2014
 
(Unaudited)
 
(Audited)
ASSETS
 
 
 
Cash and cash equivalents
$
19,933

 
$
24,256

Investment securities available for sale
160,951

 
348,878

Investment securities held to maturity
20,234

 
19,507

Correspondent bank stock
3,203

 
6,367

Loans held for sale
4,460

 
6,173

 
 
 
 
Loans and leases receivable
871,613

 
811,946

Allowance for loan and lease losses
(11,012
)
 
(10,502
)
Loans and leases receivable, net
860,601

 
801,444

 
 
 
 
Accrued interest receivable
4,970

 
5,407

Office properties and equipment, net of accumulated depreciation
14,882

 
13,805

Foreclosed real estate and other properties
27

 
180

Cash value of life insurance
21,150

 
20,644

Servicing rights, net
10,671

 
11,218

Goodwill and intangible assets, net
4,749

 
4,830

Other assets
12,535

 
12,020

Total assets
$
1,138,366

 
$
1,274,729

LIABILITIES AND STOCKHOLDERS' EQUITY
 
 
 
Liabilities
 
 
 
Deposits
$
934,318

 
$
999,174

Advances from Federal Home Loan Bank and other borrowings
41,201

 
120,643

Subordinated debentures payable to trusts
24,837

 
24,837

Advances by borrowers for taxes and insurance
20,418

 
13,683

Accrued expenses and other liabilities
14,548

 
14,740

Total liabilities
1,035,322

 
1,173,077

Stockholders' equity
 
 
 
Preferred stock, $.01 par value, 500,000 shares authorized, none outstanding

 

Series A Junior Participating Preferred Stock, $1.00 stated value, 50,000 shares authorized, none outstanding

 

Common stock, $.01 par value, 10,000,000 shares authorized, 9,137,906 and 9,138,895 shares issued at March 31, 2015 and June 30, 2014, respectively
91

 
91

Additional paid-in capital
46,320

 
46,218

Retained earnings, substantially restricted
88,976

 
89,694

Accumulated other comprehensive (loss), net of related deferred tax effect
(1,446
)
 
(3,454
)
Less cost of treasury stock, 2,083,455 shares at March 31, 2015 and June 30, 2014
(30,897
)
 
(30,897
)
Total stockholders' equity
103,044

 
101,652

Total liabilities and stockholders' equity
$
1,138,366

 
$
1,274,729






HF Financial Corp.
Selected Consolidated Financial Condition Data
(Dollars in Thousands)
(Unaudited)
Allowance for Loan and Lease Loss Activity
 
Three Months Ended
 
Nine Months Ended
Mar 31,
 
Dec 31,
 
Mar 31,
 
March 31,
 
2015
 
2014
 
2014
 
2015
 
2014
Balance, beginning
 
$
10,933

 
$
10,379

 
$
10,605

 
$
10,502

 
$
10,743

Provision charged to income
 
282

 
941

 
260

 
1,201

 
279

Charge-offs
 
(268
)
 
(433
)
 
(563
)
 
(842
)
 
(1,094
)
Recoveries
 
65

 
46

 
44

 
151

 
418

Balance, ending
 
$
11,012

 
$
10,933

 
$
10,346

 
$
11,012

 
$
10,346


Asset Quality
 
March 31, 2015
 
December 31, 2014
 
March 31, 2014
Nonaccruing loans and leases
 
$
13,043

 
$
12,811

 
$
18,553

Accruing loans and leases delinquent more than 90 days
 

 

 

Foreclosed assets
 
27

 
2

 
266

Total nonperforming assets (1)
 
$
13,070

 
$
12,813

 
$
18,819

 
 
 
 
 
 
 
General allowance for loan and lease losses
 
$
10,491

 
$
10,473

 
$
9,628

Specific impaired loan valuation allowance
 
521

 
460

 
718

Total allowance for loans and lease losses
 
$
11,012

 
$
10,933

 
$
10,346

 
 
 
 
 
 
 
Ratio of nonperforming assets to total assets at end of period (1)
 
1.15
%
 
1.01
%
 
1.50
%
Ratio of nonperforming loans and leases to total loans and leases at end of period (2)
 
1.50
%
 
1.50
%
 
2.46
%
Ratio of net charge-offs to average loans and leases for the year-to-date period (3)
 
0.11
%
 
0.12
%
 
0.12
%
Ratio of allowance for loan and lease losses to total loans and leases at end of period
 
1.26
%
 
1.28
%
 
1.37
%
Ratio of allowance for loan and lease losses to nonperforming loans and leases at end of period (2)
 
84.4
%
 
85.3
%
 
55.8
%
_____________________________________________
(1) Nonperforming assets include nonaccruing loans and leases, accruing loans and leases delinquent more than 90 days and foreclosed assets. Includes nonaccruing troubled debt restructured loans compliant with their restructured terms of $8.7 million, $9.3 million, and $15.2 million, for the respective quarters.
(2) Nonperforming loans and leases include both nonaccruing and accruing loans and leases delinquent more than 90 days.
(3) Percentages for the nine months ended March 31, 2015 and March 31, 2014 and the six months ended December 31, 2014 have been annualized.
Troubled Debt Restructuring Summary
 
March 31, 2015
 
December 31, 2014
 
March 31, 2014
Nonaccruing troubled debt restructurings-non-compliant (1)(2)
 
$
52

 
$
182

 
$
47

Nonaccruing troubled debt restructurings-compliant (1)(2)(3)
 
8,664

 
9,339

 
15,200

Accruing troubled debt restructurings (4)
 
2,788

 
1,633

 
1,384

Total troubled debt restructurings
 
$
11,504

 
$
11,154

 
$
16,631

______________________________________________
(1) Non-compliant and compliant refer to the terms of the restructuring agreement.
(2) Balances are included in nonaccruing loans as part of nonperforming loans.
(3) Interest received but applied to the principal balance was $189, $196, and $258, for the respective quarters.
(4) None of the loans included are 90 days past due and are not included in the nonperforming loans.




HF Financial Corp.
Selected Capital Composition Highlights
(Unaudited)
 
March 31, 2015
 
December 31, 2014
 
June 30, 2014
Common stockholder's equity before OCI (1) to consolidated assets
9.22
 %
 
8.31
 %
 
8.27
 %
OCI components to consolidated assets:
 
 
 
 
 
Net changes in unrealized gains and losses:
 
 
 
 
 
Investment securities available for sale
0.03

 
(0.06
)
 
(0.11
)
Defined benefit plan
(0.12
)
 
(0.11
)
 
(0.11
)
Derivatives and hedging activities
(0.04
)
 
(0.04
)
 
(0.05
)
Goodwill and intangible assets, net to consolidated assets
(0.42
)
 
(0.38
)
 
(0.38
)
Tangible common equity to tangible assets
8.67
 %
 
7.72
 %
 
7.62
 %

Tangible book value per common share (2)
$
13.93

 
$
13.76

 
$
13.72


Tier I capital (to adjusted total assets) (3)
10.23
%
 
9.46
%
 
9.49
%
Tier I capital (to risk-weighted assets) (3)
12.50

 
12.70

 
13.38

Common equity tier I capital (to risk-weighted assets) (3)(4)
12.50

 
NA
 
NA
Total risk-based capital (to risk-weighted assets) (3)
13.64

 
13.86

 
14.54

______________________________________________
(1) Accumulated other comprehensive income (loss).
(2) Common equity reduced by goodwill and intangible assets, net and divided by number of shares of outstanding common stock.
(3) Capital ratios for Home Federal Bank.
(4) Common equity tier I capital ratio is a regulatory ratio reporting requirement effective beginning March 31, 2015.




HF Financial Corp.
Selected Consolidated Financial Condition Data
(Dollars in Thousands)
(Unaudited)
Loan and Lease Portfolio Composition
 
 
 
 
 
 
 
 
March 31, 2015
 
June 30, 2014
 
Amount
 
Percent
 
Amount
 
Percent
Residential:
 
 
 
 
 
 
 
One-to four-family
$
50,681

 
5.8
%
 
$
47,886

 
5.9
%
Construction
5,880

 
0.7

 
3,838

 
0.5

Commercial:
 
 
 
 
 
 
 
Commercial business (1)
71,648

 
8.2

 
82,459

 
10.2

Equipment finance leases
224

 

 
847

 
0.1

Commercial real estate:
 
 
 
 
 
 
 
Commercial real estate
309,204

 
35.5

 
294,388

 
36.3

Multi-family real estate
103,345

 
11.9

 
87,364

 
10.7

Construction
49,226

 
5.6

 
22,946

 
2.8

Agricultural:
 
 
 
 
 
 
 
Agricultural real estate
93,265

 
10.7

 
79,805

 
9.8

Agricultural business
121,493

 
13.9

 
115,397

 
14.2

Consumer:
 
 
 
 
 
 
 
Consumer direct
14,869

 
1.7

 
17,449

 
2.1

Consumer home equity
49,171

 
5.7

 
56,666

 
7.0

Consumer overdraft & reserve
2,607

 
0.3

 
2,901

 
0.4

Total (2)
$
871,613

 
100.0
%
 
$
811,946

 
100.0
%
_________________________________________________
(1) Includes $1,512 and $1,645 tax exempt leases at March 31, 2015 and June 30, 2014, respectively.
(2) Exclusive of undisbursed portion of loans in process and net of deferred loan fees and discounts.


Deposit Composition
 
 
 
 
 
 
 
 
March 31, 2015
 
June 30, 2014
 
Amount
 
Percent
 
Amount
 
Percent
Noninterest-bearing checking accounts
$
151,211

 
16.2
%
 
164,918

 
16.5
%
Interest-bearing checking accounts
178,745

 
19.1

 
173,879

 
17.4

Money market accounts
217,507

 
23.3

 
238,507

 
23.9

Savings accounts
93,571

 
10.0

 
160,277

 
16.0

In-market certificates of deposit
253,861

 
27.2

 
236,026

 
23.6

Out-of-market certificates of deposit
39,423

 
4.2

 
25,567

 
2.6

Total deposits
$
934,318

 
100.0
%
 
$
999,174

 
100.0
%




HF Financial Corp.
Selected Consolidated Financial Condition Data
(Dollars in Thousands)
(Unaudited)
Average Balance, Interest Yields and Rates
Three Months Ended
 
March 31, 2015
 
December 31, 2014
 
Average
Outstanding
Balance
 
Yield/
Rate
 
Average
Outstanding
Balance
 
Yield/
Rate
Interest-earning assets:
 
 
 
 
 
 
 
Loans and leases receivable(1)(3)
$
861,736

 
4.33
%
 
$
846,772

 
4.78
 %
Investment securities(2)(3)
239,105

 
1.46

 
342,251

 
1.23

Total interest-earning assets
1,100,841

 
3.71
%
 
1,189,023

 
3.75
 %
Noninterest-earning assets
78,432

 
 

 
76,821

 
 

Total assets
$
1,179,273

 
 

 
$
1,265,844

 
 

Interest-bearing liabilities:
 
 
 
 
 
 
 
Deposits:
 
 
 
 
 
 
 
Checking and money market
$
391,645

 
0.23
%
 
$
393,683

 
0.23
 %
Savings
99,196

 
0.20

 
108,277

 
0.19

Certificates of deposit
294,573

 
0.79

 
290,981

 
0.85

Total interest-bearing deposits
785,414

 
0.44

 
792,941

 
0.45

FHLB advances and other borrowings
90,707

 
0.35

 
164,800

 
1.68

Subordinated debentures payable to trusts
24,837

 
4.67

 
24,837

 
4.66

Total interest-bearing liabilities
900,958

 
0.55
%
 
982,578

 
0.76
 %
Noninterest-bearing deposits
141,370

 
 

 
149,505

 
 

Other liabilities
34,495

 
 

 
30,593

 
 

Total liabilities
1,076,823

 
 

 
1,162,676

 
 

Equity
102,450

 
 

 
103,168

 
 

Total liabilities and equity
$
1,179,273

 
 

 
$
1,265,844

 
 

Net interest spread(4)
 

 
3.16
%
 
 

 
2.99
 %
Net interest margin(4)(5)
 

 
3.26
%
 
 

 
3.12
 %
Net interest margin, TE(6)
 

 
3.33
%
 
 

 
3.19
 %
Return on average assets(7)
 
 
0.25
%
 
 
 
(0.27
)%
Return on average equity(8)
 
 
2.85
%
 
 
 
(3.34
)%
_____________________________________
(1) 
Includes loan fees and interest on accruing loans and leases past due 90 days or more.
(2) 
Includes federal funds sold and interest earning reserve balances at the Federal Reserve Bank.
(3) 
Yields do not reflect the tax-exempt nature of loans, equipment leases and municipal securities.
(4) 
Percentages for the three months ended March 31, 2015 and December 31, 2014 have been annualized.
(5) 
Net interest income divided by average interest-earning assets.
(6) 
Net interest margin expressed on a fully taxable equivalent basis ("Net Interest Margin, TE") is a non-GAAP financial measure. See the following Non-GAAP Disclosure Reconciliation of Net Interest Income (GAAP) to Net Interest Margin, TE (Non-GAAP). The tax-equivalent adjustment to net interest income recognizes the income tax savings when comparing taxable and tax-exempt assets and adjusting for federal and state exemption of interest income and certain other permanent income tax differences. We believe that it is a standard practice in the banking industry to present net interest margin expressed on a fully taxable equivalent basis, and accordingly believe the presentation of this non-GAAP financial measure may be useful for peer comparison purposes. As a non-GAAP financial measure, Net Interest Margin, TE should be considered supplemental to and not a substitute for or superior to, financial measures calculated in accordance with GAAP. As other companies may use different calculations for Net Interest Margin, TE, this presentation may not be comparable to similarly titled measures reported by other companies.
(7) 
Ratio of net income to average total assets.
(8) 
Ratio of net income to average equity.



HF Financial Corp.
Selected Consolidated Financial Condition Data
(Dollars in Thousands)
(Unaudited)
Average Balance, Interest Yields and Rates
Nine Months Ended
 
March 31, 2015
 
March 31, 2014
 
Average
Outstanding
Balance
 
Yield/
Rate
 
Average
Outstanding
Balance
 
Yield/
Rate
Interest-earning assets:
 
 
 
 
 
 
 
Loans and leases receivable(1)(3)
$
842,062

 
4.52
%
 
$
742,320

 
4.62
%
Investment securities(2)(3)
316,305

 
1.32

 
427,220

 
1.28

Total interest-earning assets
1,158,367

 
3.64
%
 
1,169,540

 
3.40
%
Noninterest-earning assets
76,064

 
 

 
73,184

 
 

Total assets
$
1,234,431

 
 

 
$
1,242,724

 
 

Interest-bearing liabilities:
 
 
 
 
 
 
 
Deposits:
 
 
 
 
 
 
 
Checking and money market
$
395,476

 
0.24
%
 
$
362,809

 
0.26
%
Savings
118,616

 
0.20

 
143,448

 
0.24

Certificates of deposit
280,474

 
0.85

 
264,470

 
1.02

Total interest-bearing deposits
794,566

 
0.45

 
770,727

 
0.52

FHLB advances and other borrowings
131,175

 
1.66

 
157,187

 
2.49

Subordinated debentures payable to trusts
24,837

 
4.75

 
24,837

 
5.42

Total interest-bearing liabilities
950,578

 
0.73
%
 
952,751

 
0.97
%
Noninterest-bearing deposits
148,988

 
 

 
162,141

 
 

Other liabilities
32,262

 
 

 
30,642

 
 

Total liabilities
1,131,828

 
 

 
1,145,534

 
 

Equity
102,603

 
 

 
97,190

 
 

Total liabilities and equity
$
1,234,431

 
 

 
$
1,242,724

 
 

Net interest spread(4)
 

 
2.91
%
 
 

 
2.43
%
Net interest margin(4)(5)
 

 
3.05
%
 
 

 
2.61
%
Net interest margin, TE(6)
 

 
3.11
%
 
 

 
2.66
%
Return on average assets(7)
 
 
0.18
%
 
 
 
0.55
%
Return on average equity(8)
 
 
2.16
%
 
 
 
7.02
%
_____________________________________
(1) 
Includes loan fees and interest on accruing loans and leases past due 90 days or more.
(2) 
Includes federal funds sold and interest earning reserve balances at the Federal Reserve Bank.
(3) 
Yields do not reflect the tax-exempt nature of loans, equipment leases and municipal securities.
(4) 
Percentages for the nine months ended March 31, 2015 and March 31, 2014 have been annualized.
(5) 
Net interest income divided by average interest-earning assets.
(6) 
Net interest margin expressed on a fully taxable equivalent basis ("Net Interest Margin, TE") is a non-GAAP financial measure. See the following Non-GAAP Disclosure Reconciliation of Net Interest Income (GAAP) to Net Interest Margin, TE (Non-GAAP). The tax-equivalent adjustment to net interest income recognizes the income tax savings when comparing taxable and tax-exempt assets and adjusting for federal and state exemption of interest income and certain other permanent income tax differences. We believe that it is a standard practice in the banking industry to present net interest margin expressed on a fully taxable equivalent basis, and accordingly believe the presentation of this non-GAAP financial measure may be useful for peer comparison purposes. As a non-GAAP financial measure, Net Interest Margin, TE should be considered supplemental to and not a substitute for or superior to, financial measures calculated in accordance with GAAP. As other companies may use different calculations for Net Interest Margin, TE, this presentation may not be comparable to similarly titled measures reported by other companies.
(7) 
Ratio of net income to average total assets.
(8) 
Ratio of net income to average equity.



HF Financial Corp.
Age Analysis of Past Due Loans and Leases Receivables
(Dollars in Thousands)
(Unaudited)
March 31, 2015
Accruing and Nonaccruing Loans
 
Nonperforming Loans
 
30 - 59 Days
Past Due
 
60 - 89 Days
Past Due
 
Greater Than
89 Days
 
Total Past Due
 
Current
 
Recorded
Investment >
90 Days and
Accruing (1)
 
Nonaccrual
Balance
 
Total
Residential:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
One-to four-family
$
178

 
$

 
$
111

 
$
289

 
$
50,392

 
$

 
$
225

 
$
225

Construction

 

 

 

 
5,880

 

 

 

Commercial:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial business
18

 
250

 
235

 
503

 
71,145

 

 
2,443

 
2,443

Equipment finance leases

 

 

 

 
224

 

 

 

Commercial real estate:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial real estate

 

 
66

 
66

 
309,138

 

 
531

 
531

Multi-family real estate

 

 

 

 
103,345

 

 

 

Construction

 

 

 

 
49,226

 

 

 

Agricultural:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Agricultural real estate

 
87

 

 
87

 
93,178

 

 
3,356

 
3,356

Agricultural business
1,333

 
17

 
124

 
1,474

 
120,019

 

 
6,156

 
6,156

Consumer:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consumer direct

 

 
4

 
4

 
14,865

 

 
44

 
44

Consumer home equity
170

 
46

 
204

 
420

 
48,751

 

 
288

 
288

Consumer OD & reserve

 

 

 

 
2,607

 

 

 

Total
$
1,699

 
$
400

 
$
744

 
$
2,843

 
$
868,770

 
$

 
$
13,043

 
$
13,043

December 31, 2014
Accruing and Nonaccruing Loans
 
Nonperforming Loans
 
30 - 59 Days
Past Due
 
60 - 89 Days
Past Due
 
Greater Than
89 Days
 
Total Past Due
 
Current
 
Recorded
Investment >
90 Days and
Accruing (1)
 
Nonaccrual
Balance
 
Total
Residential:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
One-to four-family
$

 
$

 
$
111

 
$
111

 
$
44,629

 
$

 
$
227

 
$
227

Construction

 

 

 

 
5,890

 

 

 

Commercial:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial business
32

 

 
195

 
227

 
69,917

 

 
2,722

 
2,722

Equipment finance leases

 

 

 

 
344

 

 

 

Commercial real estate:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial real estate

 

 
66

 
66

 
314,174

 

 
563

 
563

Multi-family real estate

 

 

 

 
99,722

 

 

 

Construction

 

 

 

 
39,112

 

 

 

Agricultural:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Agricultural real estate

 

 

 

 
92,123

 

 
3,134

 
3,134

Agricultural business
25

 

 
178

 
203

 
119,268

 

 
5,613

 
5,613

Consumer:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consumer direct
12

 

 
4

 
16

 
15,514

 

 
66

 
66

Consumer home equity
151

 

 
315

 
466

 
50,387

 

 
486

 
486

Consumer OD & reserve
7

 

 

 
7

 
2,954

 

 

 

Total
$
227

 
$

 
$
869

 
$
1,096

 
$
854,034

 
$

 
$
12,811

 
$
12,811

____________________________________
(1) 
Loans accruing and delinquent greater than 90 days have government guarantees or acceptable loan-to-value ratios.





HF Financial Corp.
Non-GAAP Disclosure Reconciliations
(Dollars in Thousands, except share data)
(Unaudited)

Reconciliation of Net Interest Margin to Net Interest Margin-Tax Equivalent Yield
 
Three Months Ended
 
Nine Months Ended
 
March 31,
 
December 31,
 
March 31,
 
March 31,
 
2015
 
2014
 
2014
 
2015
 
2014
Net interest income
$
8,849

 
$
9,364

 
$
8,325

 
$
26,499

 
$
22,888

Taxable equivalent adjustment
183

 
191

 
176

 
561

 
486

Adjusted net interest income
9,032

 
9,555

 
8,501

 
27,060

 
23,374

Average interest-earning assets
1,100,841

 
1,189,023

 
1,167,017

 
1,158,367

 
1,169,540

Net interest margin, TE
3.33
%
 
3.19
%
 
2.95
%
 
3.11
%
 
2.66
%


Reconciliation of GAAP Earnings and Core Earnings
Although core earnings are not a measure of performance calculated in accordance with GAAP, the Company believes that its core earnings are an important indication of performance through ongoing operations. The Company believes that core earnings are useful to management and investors in evaluating its ongoing operating performance, and in comparing its performance with other companies in the banking industry. Core earnings should not be considered in isolation or as a substitute for GAAP earnings. During the periods presented, the Company calculated core earnings by adding back or subtracting, net of tax, net gain or loss recorded on the sale of securities, the charges incurred from the prepayment of borrowings, the net gain or loss recorded on the sale of property, and costs incurred for branch closures.
 
Three Months Ended
 
Nine Months Ended
 
March 31,
 
December 31,
 
March 31,
 
March 31,
 
2015
 
2014
 
2014
 
2015
 
2014
GAAP earnings before income taxes
$
842

 
$
(1,601
)
 
$
2,831

 
$
1,869

 
$
7,379

Net loss (gain) on sale of securities
1,076

 
75

 
(233
)
 
1,117

 
(591
)
Charges incurred from prepayment of borrowings(1)

 
4,065

 

 
4,065

 

Net (gain) loss on sale of property
(313
)
 
64

 

 
(249
)
 

Costs incurred for branch closures(2)
695

 
2

 

 
896

 

Core earnings before income taxes
2,300

 
2,605

 
2,598

 
7,698

 
6,788

Provision for income taxes for core earnings
677

 
865

 
769

 
2,421

 
2,032

Core earnings
$
1,623

 
$
1,740


$
1,829


$
5,277


$
4,756




HF Financial Corp.
Non-GAAP Disclosure Reconciliations
(Dollars in Thousands, except share data)
(Unaudited)

 
Three Months Ended
 
Nine Months Ended
 
March 31,
 
December 31,
 
March 31,
 
March 31,
 
2015
 
2014
 
2014
 
2015
 
2014
GAAP diluted earnings per share
$
0.10

 
$
(0.12
)
 
$
0.28

 
$
0.24

 
$
0.73

Net loss (gain) on sale of securities, net of tax
0.10

 

 
(0.02
)
 
0.10

 
(0.06
)
Charges incurred from prepayment of borrowings, net of tax

 
0.36

 

 
0.36

 

Net (gain) loss on sale of property, net of tax
(0.03
)
 
0.01

 

 
(0.02
)
 

Costs incurred for branch closures, net of tax
0.06

 

 

 
0.07

 

Core diluted earnings per share
$
0.23

 
$
0.25

 
$
0.26

 
$
0.75

 
$
0.67


(1) Charges incurred from prepayment of borrowings is included as Other noninterest expense on the income statement.
(2) Branch closure costs include loss on disposal of closed branch fixed assets in noninterest income and other costs associated with the closure and are included in the respective categories within noninterest expenses.

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