Eagle Financial Bancorp, Inc. Announces Stock Repurchase Program and SEC Deregistration
05 August 2020 - 10:45PM
Business Wire
Eagle Financial Bancorp, Inc. (the “Company”) (OTCQB: EFBI), the
holding company for Eagle Savings Bank, today announced that its
Board of Directors has adopted a new stock repurchase program
pursuant to which the Company may repurchase up to 78,673 shares of
its common stock, or approximately 5.0% of the Company’s
outstanding shares. Since announcing its first repurchase program
in December 2018, the Company has repurchased 81,285 shares of its
common stock at an average price of $15.90 per share.
Gary Koester, President and Chief Executive Officer of the
Company, stated, “The continued repurchase of our common stock is
part of our long-term commitment to enhancing shareholder value. We
may continue to repurchase our common stock when we determine that
it is an attractive use of capital.”
The Company also announced today that its Board of Directors
approved the termination of the registration of its common stock
under the Securities Exchange Act of 1934, as amended. A Form 15
will be filed with the Securities and Exchange Commission (the
“SEC”) on or about August 6, 2020 in order to effect such
deregistration.
Mr. Koester said, “The Company is taking this action to reduce
the legal, accounting and administrative costs associated with
being an SEC reporting company. The decision by the Board of
Directors to deregister was made after careful consideration of the
advantages and disadvantages of being a public reporting company
and the high costs and demands on management’s time arising from
compliance with our ongoing SEC reporting requirements.”
The obligation of the Company to file periodic reports with the
SEC, including reports on Forms 10-K, 10-Q and 8-K, will be
suspended upon filing of the Form 15. Once the Form 15 is
effective, which is expected to occur within 90 days of filing, the
obligations of the Company to file proxy materials and other
reports with the SEC will also be suspended. The Company intends to
continue to report quarterly earnings via press release which will
be publicly available on the Company’s website at
www.eaglesavings.com.
After deregistration, the Company anticipates that its common
stock will continue to be quoted on the OTCQB Market to the extent
market makers continue to make a market in its shares. No
guarantee, however, can be made that a trading market in the
Company’s common stock in any over-the-counter market will be
maintained.
About Eagle Savings Bank
Eagle Savings Bank, an Ohio chartered savings association
headquartered in Cincinnati, Ohio, was originally chartered in
1882. At March 31, 2020 Eagle Financial Bancorp, Inc., our holding
company, had $144.1 million of total assets, $113.2 million of
total deposits and $28.1 million of total stockholders’ equity. We
provide financial services primarily to individuals, families and
businesses through our main office and two branch offices located
in Hamilton County, Ohio.
Forward-looking statements
This press release may contain certain forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. This release contains forward-looking
statements, which can be identified by the use of words such as
“estimate,” “project,” “believe,” “intend,” “anticipate,” “assume,”
“plan,” “seek,” “expect,” “will,” “may,” “should,” “indicate,”
“would,” “contemplate,” “continue,” “target” and words of similar
meaning. These forward-looking statements include, but are not
limited to:
- statements of our goals, intentions and expectations;
- statements regarding our business plans, prospects, growth and
operating strategies;
- statements regarding the asset quality of our loan and
investment portfolios; and
- estimates of our risks and future costs and benefits.
These forward-looking statements are based on our current
beliefs and expectations and are inherently subject to significant
business, economic and competitive uncertainties and contingencies,
many of which are beyond our control. In addition, these
forward-looking statements are subject to assumptions with respect
to future business strategies and decisions that are subject to
change. We are under no duty to and do not take any obligation to
update any forward-looking statements after the date of this
report.
The following factors, among others, could cause actual results
to differ materially from the anticipated results or other
expectations expressed in the forward-looking statements:
- our ability to continue to manage our operations
successfully;
- effect of the Coronavirus Disease 2019 (COVID-19) pandemic on
our Company, the communities where we have our branches, the state
of Ohio and the United States, related to the economy and overall
financial stability, which may also exacerbate the effects of the
other factors listed herein;
- our ability to successfully implement our business plan of
managed growth, diversifying our loan portfolio and increasing
mortgage banking operations to improve profitability;
- our success in increasing our commercial business, commercial
real estate, construction and home equity lending;
- adverse changes in the financial industry, securities, credit
and national local real estate markets (including real estate
values);
- significant increases in our loan losses, including as a result
of our inability to resolve classified and non-performing assets or
reduce risks associated with our loans, and management’s
assumptions in determining the adequacy of the allowance for loan
losses;
- credit risks of lending activities, including changes in the
level and trend of loan delinquencies and write-offs and in our
allowance for loan losses and provision for loan losses;
- the use of estimates in determining fair value of certain of
our assets, which may prove to be incorrect and result in
significant declines in valuations;
- competition among depository and other financial
institutions;
- our ability to attract and maintain deposits and our success in
introducing new financial products;
- our ability to maintain our asset quality even as we increase
our commercial business, commercial real estate, construction, and
home equity lending;
- changes in interest rates generally, including changes in the
relative differences between short term and long term interest
rates and in deposit interest rates, that may affect our net
interest margin and funding sources;
- fluctuations in the demand for loans, which may be affected by
the number of unsold homes, land and other properties in our market
areas and by declines in the value of real estate in our market
area;
- changes in consumer spending, borrowing and saving habits;
- declines in the yield on our assets resulting from the current
low interest rate environment;
- risks related to a high concentration of loans secured by real
estate located in our market area;
- the results of examinations by our regulators, including the
possibility that our regulators may, among other things, require us
to increase our allowance for loan losses, write down assets,
change our regulatory capital position, limit our ability to borrow
funds or maintain or increase deposits, or prohibit us from paying
dividends, which could adversely affect our dividends and
earnings;
- changes in the level of government support of housing
finance;
- our ability to enter new markets successfully and capitalize on
growth opportunities;
- changes in laws or government regulations or policies affecting
financial institutions, including the Dodd-Frank Act and the JOBS
Act, which could result in, among other things, increased deposit
insurance premiums and assessments, capital requirements,
regulatory fees and compliance costs, particularly the new capital
regulations, and the resources we have available to address such
changes;
- changes in accounting policies and practices, as may be adopted
by the bank regulatory agencies, the Financial Accounting Standards
Board, the Securities and Exchange Commission and the Public
Company Accounting Oversight Board;
- changes in our compensation and benefit plans, and our ability
to retain key members of our senior management team and to address
staffing needs in response to product demand or to implement our
strategic plans;
- loan delinquencies and changes in the underlying cash flows of
our borrowers;
- our ability to control costs and expenses, particularly those
associated with operating as a publicly traded company;
- the failure or security breaches of computer systems on which
we depend;
- the ability of key third-party service providers to perform
their obligations to us;
- changes in the financial condition or future prospects of
issuers of securities that we own; and
- other economic, competitive, governmental, regulatory and
operational factors affecting our operations, pricing, products and
services described elsewhere in our SEC filings.
Given its ongoing and dynamic nature, it is difficult to predict
the full impact of the COVID-19 outbreak on our business. The
extent of such impact will depend on future developments, which are
highly uncertain, including when the coronavirus that has caused
the COVID-19 pandemic can be controlled and abated and when and how
the economy may be reopened. As the result of the COVID-19 pandemic
and the related adverse local and national economic consequences,
our forward-looking statements are subject to the following
additional risks, uncertainties and assumptions:
- demand for our products and services may decline;
- if the economy is unable to substantially reopen, and high
levels of unemployment continue for an extended period of time,
loan delinquencies, problem assets, and foreclosures may
increase;
- collateral for loans, especially real estate, may decline in
value;
- our allowance for loan losses may have to be increased if
borrowers experience financial difficulties;
- the net worth and liquidity of loan guarantors may
decline;
- as the result of the decline in the Federal Reserve Board’s
target federal funds rate to near 0%, the yield on our assets may
decline to a greater extent than the decline in our cost of
interest-bearing liabilities;
- a material decrease in net income or a net loss over several
quarters could result in a decrease in the rate of our quarterly
cash dividend;
- actions taken by the federal, state or local governments to
cushion the impact of COVID-19 on consumers and businesses may have
a negative impact on us and our business;
- our cyber security risks are increased as the result of an
increase in the number of employees working remotely; and
- FDIC premiums may increase if the agency experiences additional
resolution costs.
Because of these and a wide variety of other uncertainties our
actual future results may be materially different from the results
indicated by these forward-looking statements.
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version on businesswire.com: https://www.businesswire.com/news/home/20200805005123/en/
Gary J. Koester President and CEO (513) 574-0700
gkoester@eaglesavings.com
Eagle Financial Bancorp (NASDAQ:EFBI)
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