HMN Financial (NASDAQ:HMNF)
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HMN Financial, Inc. (HMN or the Company) (NASDAQ:HMNF), the holding
company for Home Federal Savings Bank (the Bank), announced today it has
successfully completed the sale of $26.0 million in preferred stock and
related warrant to the United States Treasury Department. This
transaction is part of Treasury’s capital purchase program under the
Emergency Economic Stabilization Act of 2008. Under the terms of the
transaction, the Company issued 26,000 shares of cumulative perpetual
preferred stock and a warrant to purchase 833,333 shares of HMN common
stock at an exercise price of $4.68 per share.
The preferred shares are entitled to a 5% annual cumulative dividend for
each of the first five years of the investment, increasing to 9%
thereafter, unless HMN redeems the shares. The preferred stock can’t be
redeemed for a period of three years from the date of the Treasury
investment, except with the proceeds of certain qualifying offerings of
Tier 1 capital. After three years, the preferred stock may be redeemed
in whole or in part, at par plus accrued and unpaid dividends. The
preferred stock is non-voting, other than certain class voting rights.
The warrant may be exercised at any time over its ten-year term.
Treasury has agreed not to vote any shares of common stock acquired upon
exercise of the warrant. Without the consent of Treasury, for three
years following issuance of the preferred stock, HMN cannot (i) increase
the rate at which it pays dividends on its common stock in excess of the
rate at which it last declared a quarterly common stock dividend, or
$0.25 per share, or (ii) subject to certain exceptions, repurchase any
shares of HMN common stock outstanding.
Both the preferred securities and the warrant will be accounted for as
Tier 1 capital. The Bank’s risk-based capital ratio (the ratio of
risk-based capital to risk-weighted assets) was 10.54% at September 30,
2008, which is above the regulatory capital requirements of 10.0% for a
“well capitalized” bank. If this additional capital had been included in
the Bank’s capital calculation at September 30, 2008, the Bank’s risk
based capital ratio would have increased to 13.5% as risk-based capital
would have increased by $26.0 million from $91.5 million to $117.5
million and risk-weighted assets would have remained at $867.8 million.
“This investment will further enhance our already well-capitalized
position,” said Michael McNeil, President and CEO. “Our ability to meet
the needs of our customers and the communities we serve will be further
strengthened by these funds. Additional capital should also benefit
shareholders by providing funding that should enable us to expand our
market share and build shareholder value.”
General Information
HMN Financial, Inc. and Home Federal Savings Bank are headquartered in
Rochester, Minnesota. The Bank operates eleven full service offices in
southern Minnesota located in Albert Lea, Austin, Eagan, LaCrescent,
Rochester, Spring Valley and Winona and two full service offices in Iowa
located in Marshalltown and Toledo. Home Federal Savings Bank also
operates loan origination offices in Rochester and Sartell, Minnesota.
Home Federal Private Banking operates branches in Edina and Rochester,
Minnesota.
Safe Harbor Statement
This press release may contain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements deal with matters that do not relate strictly
to historical facts. Words such as “anticipate”, “believe”, “expect”,
“intend”, “would”, “could”, “should”, “estimate”, “project” and similar
expressions, as they relate to the Company, are intended to identify
such forward-looking statements. These statements include, but are not
limited to those relating to the continuation of the Bank’s
well-capitalized position, the Company’s ability to serve the needs of
its customers, expand its market share and build shareholder value with
the proceeds of the preferred stock investment by the United States
Treasury, the adequacy of available liquidity to the Bank, the future
outlook for the Company, the result of actions being taken by national
and world leaders stabilizing the global economy and assuring consumer
and business access to credit, any future dividends, and the Company’s
financial expectations for earnings and interest income. A number of
factors could cause actual results to differ materially from the
Company’s assumptions and expectations. These include but are not
limited to the adequacy and marketability of real estate securing loans
to borrowers, possible legislative and regulatory changes and adverse
economic, business and competitive developments such as shrinking
interest margins; reduced collateral values; deposit outflows; reduced
demand for financial services and loan products; changes in accounting
policies and guidelines, or monetary and fiscal policies of the federal
government or tax laws; international economic developments, changes in
credit or other risks posed by the Company’s loan and investment
portfolios; technological, computer-related or operational difficulties;
adverse changes in securities markets; results of litigation or other
significant uncertainties. Additional factors that may cause actual
results to differ from the Company’s assumptions and expectations
include those set forth in the Company’s most recent filings on Form
10-K and Form 10-Q with the Securities and Exchange Commission. All
forward-looking statements are qualified by, and should be considered in
conjunction with, such cautionary statements.