UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Home Federal Bancorp, Inc.
(Name of Issuer)
Common Stock, $.01 par value per share
(Title of Class of Securities)
43709A 10 1
(CUSIP Number)
John F. Breyer, Jr., Esq.
Breyer & Associates PC
8180 Greensboro Drive, Suite 785
McLean, Virginia 22102
(703) 883-1100
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 6, 2004
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [ ].
(Continued on following pages)
Page 1 of 7 Pages
CUSIP No. 43709A 10 1 SCHEDULE 13D Page 2 of 7 Pages
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Home Federal MHC
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
OO
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5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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7 SOLE VOTING POWER
8,979,246
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NUMBER OF 8 SHARED VOTING POWER
SHARES
BENEFICIALLY 0
OWNED BY
EACH -----------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON WITH
8,979,246
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10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,979,246
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
59.04%
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14 TYPE OF REPORTING PERSON
HC; CO
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Page 3 of 7 Pages
Item 1. Security and Issuer
This statement relates to the common stock of Home Federal Bancorp, Inc.
("Issuer"), $0.01 par value per share ("Common Stock"). The name and address
of the principal executive offices of the Issuer is as follows:
Home Federal Bancorp, Inc.
500 12th Avenue South
Nampa, Idaho 83651
Item 2. Identity and Background
This Schedule 13D is filed on behalf of Home Federal MHC, a
federally-chartered mutual holding company ("Company"). The Company's
principal business is the ownership of the majority of the Common Stock. The
address of the Company's principal office is 500 12th Avenue South, Nampa,
Idaho 83651.
Pursuant to General Instruction C of Schedule 13D, the following
information is provided with respect to each director and executive officer of
the Company ("Insiders"):
Directors:
Name Occupation
---- ----------
Daniel L. Stevens Chairman of the Board, President and Chief
Executive Officer of the Company
Fred H. Helpenstell, M.D. Retired
Thomas W. Malson Owner and Chief Executive Officer, Robertson
Supply, Inc.
N. Charles Hedemark Executive Vice President and Chief Operating
Officer, Intermountain Gas Company
Richard J. Schrandt Retired
James R. Stamey Retired
Robert A. Tinstman Executive Chairman, James Construction Group, LLC
Executive Officers who are not Directors:
Name Position
---- --------
Robert A. Schoelkoph Senior Vice President, Treasurer and Chief
Financial Officer
Roger D. Eisenbarth Senior Vice President and Secretary
(d) During the last five years, neither the Company nor any of the
Insiders has been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors).
Page 4 of 7 Pages
(e) During the last five years, neither the Company nor any of the
Insiders was a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of
such proceeding was or is subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities, laws, or
finding any violation with respect to such laws.
(f) All of the Insiders are U.S. citizens.
Item 3. Source and Amount of Funds or Other Consideration.
In December 2004, the Issuer was formed for the purpose of becoming the
stock holding company of Home Federal Bank ("Bank") and the Company was formed
for the purpose of becoming the mutual holding company of the Issuer. On
December 6, 2004, and pursuant to the Amended Plan of Reorganization and Stock
Issuance of the Bank, 8,979,246 shares of Common Stock were issued to the
Company, 6,083,500 shares of Common Stock were issued to certain members of
the Bank and others, and 146,004 shares of Common Stock were issued to a
charitable foundation formed by the Bank ("Stock Offering").
Item 4. Purpose of Transaction
The primary purpose of the Stock Offering was to allow the Bank to grow
through expanded operations, particularly in the area of commercial real
estate lending, as well as through increased branching within its current
market area. In addition, the stock form of organization gives the Bank and
the Issuer more flexibility to increase their capital position and to offer
stock-based employee compensation, thereby providing greater incentive to
improve corporate performance.
While the Company intends to exercise its rights as majority stockholder,
neither the Company nor the Insiders have any present plans or proposals which
relate to or would result in: (a) the acquisition by any persons of
additional securities of the Issuer or the disposition of securities of the
Issuer; (b) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of its
subsidiaries; (c) a sale or transfer of a material amount of assets of the
Issuer or any of its subsidiaries; (d) any change in the present Board of
Directors or management of the Issuer, including any plans or proposals to
change the number or term of directors or to fill any existing vacancies on
the Board; (e) any material change in the present capitalization or dividend
policy of the Issuer; (f) any other material change in the Issuer's business
or corporate structure; (g) changes in the Issuer's charter, bylaws or
instruments corresponding thereto or other action which may impede the
acquisition of control of the Issuer by any person; (h) causing a class of
securities of the Issuer to be delisted from a national securities exchange or
to cease to be authorized or quoted in an inter-dealer quotation system of a
registered national securities of the Issuer becoming eligible for termination
of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of
1934, as amended; or (i) any action similar to any of those enumerated above.
Page 5 of 7 Pages
In the future, the Company and/or the Insiders may determine to purchase
additional shares of the Common Stock (or other securities of the Issuer) or
the Company and/or the Insiders may determine to sell shares of the Common
Stock. Any such determination will depend on a number of factors, including
market prices, the Issuer's prospects and alternative investments.
Item 5. Interest in Securities of the Issuer
The percentages used in this Schedule 13D are calculated based on the
Issuer's 15,208,750 shares of outstanding Common Stock.
(a)-(b) The Company beneficially owns 8,979,246 shares, or 59.04%, of
the Common Stock, and has sole power to vote and sole power to
dispose of all of these shares. The following table provides
information about the shares of Common Stock that may be
considered to be owned by each Insider. A person may be
considered to own any shares of common stock over which that
person has, directly or indirectly, sole or shared voting or
investment power. Unless otherwise indicated, each of the
individuals named below has sole voting and investment power
with respect to the shares shown.
Percent of
Number of Common Stock
Name Shares Owned Outstanding
----------------------------- ------------ ------------
Daniel L. Stevens (1) 45,009 *
Fred H. Helpenstell, M.D. (2) 30,000 *
Thomas W. Malson 25,000 *
N. Charles Hedemark (3) 25,000 *
Richard J. Schrandt (4) 25,000 *
James R. Stamey (5) 10,000 *
Robert A. Tinstman 25,000 *
Robert A. Schoelkoph 23,088 *
Roger D. Eisenbarth 20,100 *
-----------
* Represents less than 1% of shares outstanding.
(1) 25,000 shares are owned by his spouse.
(2) 5,000 shares are owned by a limited liability company, over which Dr.
Helpenstell has shared voting power.
(3) Held jointly with his spouse.
(4) Held jointly with his spouse.
(5) Held in a family trust over which Mr. Stamey has shared voting power.
Page 6 of 7 Pages
(c) Other than the issuance of such shares to the Company and the
purchase of such shares by the Insiders on December 6, 2004,
neither the Company nor the insiders have effected any transaction
in the Common Stock during the past 60 days.
(d) No person other than the Company has the right to receive or the
power to direct the receipt of dividends from, or the proceeds
from the sale of, the shares of Common Stock owned by the Company
reported in this Schedule.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer
Neither the Company nor any of the Insiders is a party to any contract,
arrangement, understanding or relationship among themselves or with any other
person with respect to the securities of the Issuer.
Item 7. Material to be Filed as Exhibits
None.
Page 7 of 7 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief I
certify that the information set forth in this statement is true, complete and
correct.
December 13, 2004
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(Date)
/s/ Daniel L. Stevens
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(Signature)
Daniel L. Stevens
Chairman, President and Chief Executive Officer
Home Federal MHC
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(Name/Title)