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 (Amendment No. )
Filed by the Registrant x
Filed by a Party other than the Registrant o
Check the appropriate box:
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o Preliminary Proxy Statement | | |
o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) | | |
o Definitive Proxy Statement |
x Definitive Additional Materials |
o Soliciting Material Pursuant to §240.14a-12 |
Frankfort First Bancorp, Inc.
(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):
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x | No fee required. |
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o | Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. |
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(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): |
$23.50; per share value of the merger consideration to be paid for each share of common stock
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(4) | Proposed maximum aggregate value of transaction: |
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o | Fee paid previously with preliminary materials. |
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o | 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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(1) | Amount Previously Paid: |
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(2) | Form, Schedule or Registration Statement No.: |
Frankfort First Bancorp, Inc.
Parent Company of First Federal Savings Bank of Frankfort
216 West Main Street
P.O. Box 535
Frankfort, KY 40602
Telephone: (502) 223-1638
Facsimile: (502) 223-7136
William C. Jennings, Chairman
Don D. Jennings, President
Danny A. Garland, Vice President and Secretary
R. Clay Hulette, Vice President and Treasurer
January 14, 2005
To Our Shareholders, Customers, and Friends:
On behalf of the directors, officers and employees of Frankfort First Bancorp, Inc. and its wholly-owned subsidiary, First Federal Savings Bank of Frankfort, I am pleased to present you with the materials for our upcoming Annual Meeting of Shareholders. This year’s annual meeting is different from years past as we will also be voting on the Company’s proposed merger with First Federal Savings & Loan Association of Hazard. Accordingly, instead of the traditional “Annual Report to Shareholders” you would normally receive, we are sending you the attached proxy statement-prospectus. The proxy statement-prospectus contains the information that would be included in the Annual Report (e.g., the Company’s audited financial statements (page F-29 of the prospectus), the Company’s selected financial data (page 27 of the prospectus), information regarding the market for the Company’s common stock (page P-21 of the proxy statement), management’s discussion and analysis of the Company’s financial data and results of operations (page 100 of the prospectus), quantitative and qualitative disclosure about the Company’s market risk (page 100 of the prospectus), information about the Company’s business (page 62 of the prospectus) and information regarding our officers and directors (page P-34 of the proxy statement)). Please read the proxy statement-prospectus as it contains important information about the Company’s performance and the merger with First Federal of Hazard.
In a few days, you will also receive a separate mailing with an election form with which you will tell us whether you would prefer to receive stock in Kentucky First Federal Bancorp or cash, subject to availability. Please be sure to return that form (along with your stock certificate, if your shares are held in certificate form) before the February 14, 2005 deadline.
We thank you for your continued support. Please call us if you have any questions.
Sincerely,
/s/ Don D. Jennings
Don D. Jennings
President
BOARD OF DIRECTORS
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William C. Jennings | | Charles A. Cotton, III | | David R. Harrod |
Chairman of the Board of | | Retired Commissioner of the | | Certified Public Accountant |
the Company | | Department of Housing, | | |
| | Building and Construction, | | |
| | Commonwealth of Kentucky | | |
| | | | |
Danny A. Garland | | Herman D. Regan, Jr. | | William M. Johnson |
President of the Bank | | Retired Chairman of the Board | | Attorney |
and Vice President and | | and President of Kenvirons, Inc. | | |
Secretary of the Company | | | | |
| | | | |
Frank McGrath | | C. Michael Davenport | | |
Retired | | President | | |
President | | C. Michael Davenport, Inc. and | | |
Frankfort Lumber Company | | Davenport Broadcasting, Inc. | | |
EXECUTIVE OFFICERS
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William C. Jennings | | Don D. Jennings | | Danny A. Garland |
Chairman of the Board | | President | | Vice President and Secretary |
| | | | |
| | R. Clay Hulette, CPA | | |
| | Vice President and Principal | | |
| | Financial and Accounting Officer | | |
OFFICE LOCATIONS
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Main Office and Corporate | | Branch Offices: | | West Branch |
Headquarters: | | East Branch | | 1220 US 127 South |
216 West Main Street | | 1980 Versailles Road | | Frankfort, Kentucky 40601 |
P.O. Box 535 | | Frankfort, Kentucky 40601 | | |
Frankfort, Kentucky 40602 | | | | |
(502) 223-1638 | | | | |
GENERAL INFORMATION
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Independent Auditors | | Annual Meeting | | Shareholder Inquiries and |
Grant Thornton LLP | | The Annual Meeting of | | Availability of 10-K Report |
Suite 900 | | Shareholders will be held on | | A COPY OF THE COMPANY’S |
625 Eden Park Drive | | February 17, 2005 at 4:30 p.m. | | ANNUAL REPORT ON FORM |
Cincinnati, Ohio 45202 | | local time, at First Federal | | 10-KSB FOR THE YEAR ENDED |
| | Savings Bank of Frankfort | | JUNE 30, 2004, AS FILED |
Special Counsel | | | | WITH THE SECURITIES AND |
Muldoon Murphy & Aguggia LLP | | Transfer Agent and Registrar | | EXCHANGE COMMISSION WILL BE |
5101 Wisconsin Avenue, NW | | Illinois Stock Transfer Company | | FURNISHED WITHOUT CHARGE TO |
Washington, DC 20016 | | 209 W. Jackson Blvd., Suite 903 | | SHAREHOLDERS AS OF THE |
| | Chicago, Illinois 60606-6905 | | RECORD DATE FOR THE |
| | | | FEBRUARY 17, 2005 ANNUAL |
| | | | MEETING UPON WRITTEN |
| | | | REQUEST TO INVESTOR |
| | | | RELATIONS, FRANKFORT FIRST |
| | | | BANCORP, INC., P.O. BOX |
| | | | 535, FRANKFORT, KY 40602 |