UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934
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 14a-6(e)
(2))
[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[X] Soliciting Material Pursuant to Section 240.14a-12
Texarkana First Financial Corporation
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(Name of Registrant as Specified in Its Charter)
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(Name of Person(s) Filing Proxy Statement if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[ ] No fee required.
[X] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) 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:
$125.00
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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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A press release dated May 15, 2000 announcing the proposed acquisition of
Registrant, Texarkana First Financial Corporation, by First United Bancshares,
Inc. (the "Acquisition") pursuant to an Agreement and Plan of Reorganization by
and between Texarkana First Financial Corporation and First United Bancshares,
Inc. dated as of May 15, 2000. This press release may be deemed solicitation
materials in respect of the proposed acquisition. A copy of the press release is
attached to this Schedule 14A as Exhibit 99.2.
This filing is being made in connection with Regulation of Takeovers and
Security Holder Communications (Release No. 33-7760, 34-42055) promulgated by
the Securities and Exchange Commission which became effective January 24, 2000.
This press release does not constitute an offer of any securities for sale.
Texarkana First Financial Corporation will file a proxy statement with the
Securities and Exchange Commission ("SEC") in connection with the proposed
merger transaction. The proxy statement will be sent to shareholders of
Texarkana First Financial seeking their approval of the proposed merger
transaction.
Shareholders of Texarkana First Financial are urged to read the proxy statement
and any other relevant documents to be filed with the SEC because they will
contain important information.
When filed, the proxy statement can be obtained free of charge at the Internet
World Wide Web site maintained by the SEC at "http://www.sec.gov." In addition,
documents filed with the SEC by Texarkana First Financial Corporation will be
available free of charge from the Corporate Secretary of Texarkana First
Financial Corporation at Third and Olive Streets, Texarkana, Arkansas 71854,
telephone (870) 773-1103.
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
99.1 Press Release
EXHIBIT 99.1
(BW)(TEXARKANA FIRST FINANCIAL)(FTF) Texarkana First Financial Corporation
Announces Affiliation with First United Bancshares, Inc.
Business Editors
TEXARKANA, Ark.--May 15, 2000--James McKinney, Chairman and Chief
Executive Officer of Texarkana First Financial Corporation (AMEX:FTF)
("Texarkana First Financial"), and James V. Kelley, Chairman, President and
Chief Executive Officer of First United Bancshares, Inc. (NASDAQ/NM: UNTD)
("First United") announced today the signing of an agreement to merge the two
companies, pending approval by Texarkana First Financial's shareholders and the
applicable state and federal regulatory authorities.
Texarkana First Financial is the parent company of First Federal
Savings & Loan Association of Texarkana, Arkansas which operates locations in
Ashdown, DeQueen, Hope, Nashville, and Texarkana, Arkansas. At March 31, 2000,
Texarkana First Financial, with total assets of $206 million, reported total
loans of $171 million and total deposits of $153 million.
First United will acquire all the outstanding stock of Texarkana First
Financial for $37.5 million in cash, which equals $23.35 per outstanding share.
The transaction will be accounted for as a purchase and management anticipates
the earnings impact will be accretive to 2000 operating results. First United
anticipates that this transaction will close in the third quarter of 2000.
"We are excited about the opportunity to associate with First United"
stated McKinney. "First United and we share a commitment to customer service as
well as to our communities. The proposed transaction will enable us to expand
the breadth of our services."
"This acquisition is a natural fit for us because of our present
locations in Texarkana, Texas and Hope, Arkansas," stated Kelley. "We are
impressed with their management and staff and their commitment to the markets
they serve."
First United is a $2.7 billion multi-bank holding company with a
non-bank subsidiary, First United Trust Company, N.A., serving 39 communities in
Arkansas, Texas and Louisiana.
First United has signed a definitive agreement to merge with
BancorpSouth, Inc., a $5.8 billion bank holding company located in Tupelo,
Mississippi.
First United's common stock is listed on the NASDAQ National Market
System under the symbol "UNTD" and Texarkana First Financial's common stock is
listed on the American Stock Exchange under the symbol "FTF."
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CONTACT: Texarkana First Financial Corporation, Texarkana
James McKinney, 870/773-1103
[email protected]
INDUSTRY KEYWORD: BANKING
Forward-Looking Statements
Certain statements contained in this news release may not be based on historical
facts and are "forward-looking statements" within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. These forward-looking statements may be
identified by their reference to a future period or periods or by the use of
forward-looking terminology, such as "anticipate," "believe," "estimate,"
"expect," "may," "might," "will," "would," or "intend." These forward-looking
statements include, without limitation, those relating to the benefits,
prospects and completion of the merger. We caution you not to place undue
reliance on the forward-looking statements contained in this news release in
that actual results could differ materially from those indicated in such
forward-looking statements, due to a variety of factors. Those factors include,
but are not limited to, failure or delay in obtaining required shareholder or
regulatory approvals, the companies' failure to consummate the merger, inability
to successfully integrate the companies after the merger, materially adverse
changes in the companies' financial conditions, changes in economic conditions
and government fiscal and monetary policies, fluctuations in prevailing interest
rates, the ability of Texarkana First Financial to compete with other financial
services companies, changes in Texarkana First Financial's operating or
expansion strategy, geographic concentration of Texarkana First Financial's
assets, the ability of Texarkana First Financial to attract, train, and retain
qualified personnel, the ability of Texarkana First Financial to effectively
market its services and products, Texarkana First Financial's dependence on
existing sources of funding, and other factors generally understood to affect
the financial results of financial service companies, and other risks detailed
from time to time in Texarkana First Financial's news releases and filings with
the Securities and Exchange Commission. We undertake no obligation to update
these forward-looking statements to reflect events or circumstances that occur
after the date on which such statements were made.
This news release may be deemed to be solicitation material with respect to the
proposed merger of Texarkana First Financial and First United. Texarkana First
Financial and its directors may be deemed to be participants in the solicitation
of proxies with respect to a shareholders meeting to be held in connection with
such merger. Information concerning the participants in the solicitation is set
forth in the definitive proxy statement filed by Texarkana First Financial with
the Securities and Exchange Commission on December 27, 1999 for its 2000 annual
meeting of shareholders. In connection with the proposed merger, Texarkana First
Financial will file a proxy statement with the Securities and Exchange
Commission. Shareholders of Texarkana First Financial are encouraged to read the
proxy statement, because it will contain important information about the merger,
Texarkana First Financial and First United. After the proxy statement is filed
with the SEC, it will be provided to the Texarkana First Financial shareholders
in connection with their shareholders meeting and will be available free of
charge, both on the SEC's web site (www.sec.gov) and from Texarkana First
Financial's corporate secretary.
