SCHEDULE 14A
(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
Commission Only (as permitted by
Rule 14a6(e)(2))
[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[X] Soliciting Material pursuant to Rule 14a-12
Ridgewood Financial, Inc.
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(Name of Registrant as Specified in Its Charter)
(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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(2) Form, Schedule or Registration Statement No.:
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(3) Filing Party:
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(4) Date Filed:
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<PAGE>
FOR IMMEDIATE RELEASE
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RIDGEWOOD FINANCIAL, INC. RECEIVES ADDITIONAL MERGER PROPOSAL
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Ridgewood, NJ, Sept. 22 -- Susan E. Naruk, President and CEO of
Ridgewood Financial, Inc., (Nasdaq: RSBI), (the "Company"), the holding company
for Ridgewood Savings Bank of New Jersey, confirmed today that the Company has
received a non-binding proposal from Boiling Springs Bancorp, headquartered in
Rutherford, New Jersey, to exchange each share of Ridgewood Financial common
stock held by the minority shareholders of the Company for $18.00 in cash. The
Company and its advisors are in the process of reviewing the proposal.
Previously, on August 28, 2000, Ridgewood Financial, Inc. had entered
into a merger agreement, subject to stockholder and bank regulatory approval,
with Provident Savings Bank, headquartered in Jersey City, New Jersey.
Ridgewood will be filing a proxy statement and other relevant documents
concerning the merger with the Securities and Exchange Commission ("SEC"). THE
COMPANY URGES INVESTORS TO READ THE PROXY STATEMENT AND ANY OTHER RELEVANT
DOCUMENTS FILED WITH THE SEC BECAUSE THEY CONTAIN IMPORTANT INFORMATION.
Investors will be able to obtain the documents free of charge at the SEC'S
website, http://www.sec.gov. In addition, documents filed with the SEC by
Ridgewood will be available free of charge from Ridgewood, Attn: Corporate
Secretary, 55 North Broad Street, Ridgewood, New Jersey 07450, telephone
201-445- 4000. INVESTORS SHOULD READ THE PROXY STATEMENT CAREFULLY BEFORE MAKING
A DECISION CONCERNING THE MERGER.
Ridgewood and its directors and executive officers may be deemed to be
participants in the solicitation of proxies of Ridgewood stockholders to approve
the merger. Ridgewood's board of directors is composed of Susan E. Naruk, Nelson
Fiordalisi, Michael Azzara, Jerome Goodman, Bernard J. Hoogland, John Kandravy,
Robert S. Monteith, John J. Repetto, and Paul W. Thornwall. Collectively, the
directors and executive officers at Ridgewood may be deemed to beneficially own
approximately 5.4% of Ridgewood's common stock. This ownership information is as
of December 31, 1999.
FOR FURTHER INFORMATION CONTACT:
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Susan E. Naruk, President and CEO
Nelson Fiordalisi, EVP and COO
Ridgewood Financial, Inc.
