SCHEDULE 14A INFORMATION
(RULE 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. ___)
Filed by the Registrant [x]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ]Preliminary Proxy Statement [ ]Confidential, for Use of the
[ ]Definitive Proxy Statement Commission Only (as permitted
[ ]Definitive Additional Materials by Rule 14a-6(e)(2))
[X]Soliciting Material Under Rule 14a-12
FIRST LANCASTER BANCSHARES, INC.
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(Name of Registrant as Specified in Its Charger)
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(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[x] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
1. Title of each class of securities to which transaction applies:
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2. Aggregate number of securities to which transaction applies:
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3. Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
filing fee is calculated and state how it was determined):
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4. Proposed maximum aggregate value of transaction:
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5. Total fee paid:
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[ ] Fee paid previously with preliminary materials:
[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
1. Amount Previously Paid:
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4. Date Filed:
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<PAGE>
PRESS RELEASE
FOR IMMEDIATE RELESAE CONTACT:John H. Stigall
President and Chief Executive Officer
CKF Bancorp, Inc.
(859) 236-4181
Virginia R.S. Stump
President & CEO
First Lancaster Bancshares, Inc.
(859) 792-3368
CKF BANCORP, INC. AND FIRST LANCASTER BANCSHARES, INC., TWO OF KENTUCKY'S OLDEST
THRIFTS TO JOIN FORCES
Danville and Lancaster, Kentucky (December 14, 2000). CKF Bancorp,
Inc.(NASDAQ SC: CKFB) and First Lancaster Bancshares, Inc. (NASDAQ SC: FLKY)
jointly announced the execution of a definitive merger agreement wherein CKF
Bancorp, Inc. will acquire First Lancaster Bancshares, Inc. As part of the
transaction, First Lancaster Bancshares shareholders will receive $16.27 per
share in cash for a total deal value of approximately $13.7 million. CKF Bancorp
anticipates that the transaction will be accretive to earnings within the first
twelve months.
First Lancaster Bancshares is a thrift holding company headquartered in
Lancaster, Kentucky. First Lancaster Federal Savings Bank, the wholly owned
subsidiary of First Lancaster Bancshares, serves Garrard County and surrounding
counties from its banking office in Lancaster, Kentucky, and a loan production
office in Nicholasville, Kentucky. At September 30, 2000, First Lancaster
Bancshares had total assets of $57.1 million, total deposits of $28.3 million
and total stockholders' equity of $12.4 million.
CKF Bancorp through its subsidiary, Central Kentucky Federal Savings Bank,
operates as a full service community bank in Danville, Kentucky. CKF Bancorp
intends to merge First Lancaster Federal Savings Bank with Central Kentucky
Federal and to operate First Lancaster Federal Savings Bank's banking office as
a branch of Central Kentucky Federal. Upon completion of the merger, on a
pro-forma basis, CKF Bancorp will have approximately $132 million in total
assets and $82 million in total deposits.
John H. Stigall, President and Chief Executive Officer of CKF Bancorp and
Central Kentucky Federal, stated that "First Lancaster Federal Savings Bank is a
high quality community bank that shares our tradition and philosophy of being a
community oriented financial institution. This transaction enables us to grow
our franchise by extending our market area to Garrard County - an area we are
familiar with and an area in which we already have lending activity. Both Banks
use the same data processing service bureau, our products and services are
closely matched and both Banks enjoy a long history of service to its
customers." Mr. Stigall added, "First Lancaster was organized in 1873 and
Central Kentucky Federal was organized in 1886 and we look forward to continuing
each Bank's commitment to our communities."
<PAGE>
Virginia R.S. Stump, President and Chief Executive Officer of First
Lancaster Bancshares and First Lancaster Federal Savings Bank, stated that "We
are very pleased to be joining forces with Central Kentucky Federal Savings
Bank, an institution that enjoys an outstanding reputation with its customers
and the communities that it serves. Central Kentucky Federal's conservative
approach and customer oriented management style will enable the continuing
entity to maintain our community bank atmosphere. We look forward to being a
part of Central Kentucky Federal's organization. We are certain that our
shareholders, customers, and employees will be well served by this new
partnership."
The merger is subject to the approval of the shareholders of First
Lancaster Bancshares, the receipt of all required regulatory approvals and other
customary conditions. The transaction is expected to close in mid-2001.
This press release contains certain forward-looking statements consisting
of estimates with respect to the financial condition, results of operations and
business of the CKF Bancorp, Inc. and First Lancaster Bancshares, Inc. These
estimates are subject to various factors that could cause actual results to
differ materially from these estimates. Such factors include (i) successful
implementation and integration of the acquisition of First Lancaster by CKF
Bancorp, Inc., (ii) the effect that the adverse movement in interest rates could
have on Central Kentucky Federal Savings Bank's and First Lancaster Federal
Savings Bank's net interest income, (iii) customer preferences, (iv) national
and local economic and market conditions, (v) higher than anticipated operating
expenses, and (vi) a lower level of or higher cost for deposits than
anticipated. CKF Bancorp, Inc. and First Lancaster Bancshares, Inc. disclaim any
obligation to publicly announce future events or developments that may affect
the forward-looking statement herein.
<PAGE>
Shareholders of First Lancaster Bancshares, Inc. and other investors are
urged to read the proxy statement to be filed by First Lancaster Bancshares,
Inc. with the U.S. Securities and Exchange Commission ("SEC") in connection with
the proposed acquisition. The proxy statement will contain important information
about CKF Bancorp, Inc., First Lancaster Bancshares, Inc. and the acquisition.
Certain officers and directors of First Lancaster Bancshares, Inc. will be
soliciting proxies from shareholders of First Lancaster Bancshares, Inc. in
favor of the acquisition. A description of their direct and indirect interests
in the acquisition, such as their stock ownership in First Lancaster Bancshares,
Inc., will be included in the proxy statement. The directors and officers of
First Lancaster Bancshares, Inc. who will be soliciting proxies are Virginia
R.S. Stump, Tony A. Merida, David W. Gay, Ronald L. Sutton, Jack C. Zanone,
Phyllis G. Swaffar and Jerry Purcell.
After it is filed with the SEC, the proxy statement will be available for
free, both on the SEC's web site (www.sec.gov) and from CKF Bancorp, inc. and
First Lancaster Bancshares, Inc. as follows:
CKF Bancorp, Inc.:
John H. Stigall
President and Chief Executive Officer
CKF Bancorp, Inc.
340 West Main Street
Danville, Kentucky 40422
859-236-4181
First Lancaster Bancshares, Inc.:
Virginia R.S. Stump
President and Chief Executive Officer
First Lancaster Bancshares, Inc.
208 Lexington Street
Lancaster, Kentucky 40444-1131
859-792-3368
CKF Bancorp, Inc. and First Lancaster Bancshares, Inc. also file annual,
quarterly and special reports, proxy statements and other information with the
SEC.
Investors may read and copy any reports, statements or other information
filed by each company on the SEC's web site at www.sec.gov or at the SEC's
public reference rooms at 450 Fifth Street, N.W., Washington, D.C. 20549 or at
the SEC's other public reference rooms in New York, New York and Chicago,
Illinois. Please call the SEC at 1-800-SEC-0330 for further information on the
public reference rooms.
