SCHEDULE 14A INFORMATION
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 Rule 14a-12
Oregon Trail Financial Corp.
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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 Registrant)
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[_] $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), 14a-6(i)(2) or
Item 22(a)(2) of Schedule 14A.
[_] 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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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.
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The following Press Release was released on the Business Wire on July 3, 2001:
FOR IMMEDIATE RELEASE
STILWELL SUIT AGAINST OREGON TRAIL FINANCIAL CORP. DISMISSED
Baker City, OR, July 3, 2001 / Oregon Trail Financial Corp. (Nasdaq:OTFC), the
holding company for Pioneer Bank, announced today that the Honorable Gregory L.
Baxter, Circuit Court Judge for Baker County, Oregon has granted Oregon Trail's
motion to dismiss the Alternative Writ of Mandamus he had previously issued in a
case filed by Stilwell Associates, L.P. in January. The judge also ruled that
Oregon Trail is entitled to its attorney fees "due to [Stilwell's] actions,"
noting that Oregon Trail "...correctly point[ed] out that [Stilwell] used the
issuance of the writ for the purpose of media publication in painting [Oregon
Trail] in a negative light." The mandamus proceeding had been widely publicized
by Joseph Stilwell in his attempt to gain control of Oregon Trail, and was the
first of three lawsuits filed by Stilwell Associates, L.P. against Oregon Trail
or its directors.
On February 16, 2001, Stilwell Associates, L.P. filed a Complaint to remove
Charles H. Rouse as a director of Oregon Trail. Mr. Rouse filed an Answer
denying the principle allegations of the Complaint and when certain documents
were not voluntarily produced by plaintiff, Mr. Rouse filed Defendant's Motion
to Compel Production of Documents on June 22, 2001. Argument on the Motion is
scheduled for July 26, 2001.
On May 21, 2001 Stilwell Associates, L.P. also commenced an action in the United
States District Court for the District of Oregon seeking to force Oregon Trail
director Edward H. Elms off the board. Both Oregon Trail and Elms were named as
defendants in that case, and both filed responsive counterclaims against
Stilwell . On June 26, 2001 Oregon Trail and Elms also filed a motion to dismiss
Stilwell's claim.
Copies of Judge Baxter's Memorandum of Opinion and Oregon Trail's and Mr.
Rouse's pending state and federal motions and certain supporting documents are
attached to the Company's July 5, 2001 Schedule 14A filing with the Securities
Exchange Commission as Exhibits A, B, and C. The filing and exhibits can be
found at www.sec.gov/edgar/searchedgar/webusers.htm by entering the Company's
name. Copies of the court records can also can be obtained from the Company by
calling, writing, or e-mailing John McCreary, CFO, Oregon Trail Financial Corp.
at 2055 First Street, Baker City, OR 97814, (541) 523-8899 or
jmccreary@pioneerbankfsb.com.
CONTACT: Berniel L. Maughan, President and CEO, Oregon Trail Financial Corp.,
(541) 523-6327.
Also attached as Exhibits to this Schedule are the order and the pleadings
referred to in the above Press Release.
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IMPORTANT INFORMATION
Oregon Trail may solicit proxies from its shareholders in connection with any
action to elect members to the Oregon Trail's board of directors. Before
distributing forms of proxy to Oregon Trail's shareholders in connection with
any such solicitation, Oregon Trail will file proxy materials (a proxy statement
and related documents) with the U.S. Securities and Exchange Commission (the
"SEC") containing information regarding the participants in any such
solicitation. Investors and shareholders are urged to read the proxy materials
carefully when they are available. The proxy materials will contain important
information about Oregon Trail, the proxy solicitation, and related matters.
Investors and shareholders will be able to obtain copies of the proxy materials
free of charge through the web site maintained by the SEC at http://www.sec.gov.
In addition to the proxy materials to be filed, Oregon Trail has filed annual,
quarterly and current reports, proxy statements and other information with the
SEC. You may read and copy any reports, statements and other information filed
by Oregon Trail at the SEC public reference room 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 hours and locations of the public reference rooms.
Oregon Trail's filings are also available to the public from commercial document
retrieval services and at the web site maintained by the SEC at
http://www.sec.gov.
INFORMATION CONCERNING PARTICIPANTS
This information is furnished on behalf of Oregon Trail Financial Corp., its
Board of Directors and Management. Oregon Trail, its directors, executive
officers, certain other members of management and employees, agents and nominees
may be deemed to be participants in any solicitation of its shareholders.
Information regarding the names, affiliations and interests of individuals who
may be deemed participants in Oregon Trail's proxy solicitation and their
interests in such solicitation is set forth below:
