Filed by Fidelity Bankshares, Inc.
pursuant to Rule 425 under the
Securities Act of 1933 and deemed
filed pursuant to Rule 14a-12 under
the Securities Exchange Act of 1934
Subject Company: Fidelity Bankshares, Inc.
Commission File Number: 000-29040
>>Special Edition
TRANSITION NEWS
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News about the Fidelity Federal/National City Merger
November 10, 2006
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In This Issue
o Posting for Job Opportunities at National City
o Job Opportunities Open House
o Job Mapping for Employees in Retained Positions
o What's On Your Mind?
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Posting for Job Opportunities at National City
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Fidelity Federal employees are now able to post for National City job
opportunities. Below you'll find information regarding applying for jobs with
National City and an outline of the employment process.
To search for available jobs with National City, check the Web site:
o National City - www.nationalcity.com/careers
o Click on: Search Jobs
o Click on: Search Openings
o Search options will be listed
Fidelity Federal employees interested in a National City position will post
online to a specific job opportunity at www.nationalcity.com/careers and attach
a resume. Fidelity Federal employees should designate themselves as "internal
candidates".
o The National City recruiter will contact the potential candidate to begin
the interview process.
o The candidate will be updated as to the status of his or her job
opportunity from the appropriate National City recruiter within three
days of posting to the position.
o Once the hiring manager has interviewed the candidate, the recruiter will
respond to the Fidelity Federal employee within 24 hours regarding the
status of the interview.
All Fidelity Federal employees' applications will be given rapid processing
status. This means all employees will be given rapid processing of any request
they may have as it relates to job searches or inquiries. Fidelity Federal
employees applying for National City positions will have one primary point of
contact, Michele Dobos, to assist in this process. Michele's phone number is
561/803-9800.
Job Opportunities Open House
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Representatives from National City and Fidelity Federal will be available Monday
through Thursday next week to talk with employees whose current position is
being eliminated about opportunities at National City. Julie Nuss, from National
City, will join Michele Dubos and the Fidelity Federal recruiting team to talk
with employees, in general, about the types of career opportunities with
National City, their organizational structure and the kinds of positions for
which each employee's background would qualify, etc. They will also be able to
coordinate job posting activities for all National City positions that are
posted on the National City Web site.
Fidelity Transition News, Page 1
Employees are encouraged to schedule an appointment to gather more information
about National City and its subsidiary companies. Please contact Kathy Herbert
at 561/803-9834 to schedule an appointment with Julie and/or Michele. Or, feel
free to stop by to meet with them or sign up for an appointment in person at the
following times.
In order to allow employees ample time to meet with Julie and/or Michele, we are
assigning days to each location. We ask that you come on the day that
corresponds with your location, but understand that you may be absent or unable
to attend the assigned day. If you are unable to stop by on the assigned day,
please call Kathy Herbert at 561/803-9834 to sign up for a more convenient day.
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Job Opportunities Open House Will Be Held In The Human Resources Department
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Date Time Invited Locations
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Monday, 11/13/06 1:30 pm - 4:30 pm 1st Floor and 2nd Floor and 4th Floor
of 205 Datura
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Tuesday, 11/14/06 9:00 am - 4:30 pm 3rd Floor and 10th Floor of 205 Datura
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Wednesday, 11/15/06 9:00 am - 2:30 pm All Floors from 218 Datura and
Guarantee Building
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Wednesday, 11/15/06 3:00 pm - 4:30 pm 6710 S. Dixie Hwy Employees (Julie &
Michele will travel to this location)
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Thursday, 11/16/06 8:30 am - 10 am Available as needed by appointment to
all locations
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While we know some employees may think it is too early to start looking for
another National City position, we encourage you to at least stop by and
familiarize yourself with the process. To provide a little encouragement,
displaced employees who stop by will be able to register to win one of several
gift certificates being given away at the end of next week. Julie and Michele
look forward to meeting you!
Job Mapping for Employees in Retained Positions
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In a few weeks, employees in positions being retained at National City will
receive information on their position at National City. This personalized
information will provide the employee details about their National City job such
as:
o Job title
o National City job grade
o General information on National City's performance management and
compensation practices
While this information is not currently being provided to employees who
positions are being eliminated, they will receive this information in the future
if they accept another position at Fidelity Federal or National City.
What's on Your Mind?
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How will I know which positions are available within National City and each of
its subsidiaries?
The most efficient way to search for jobs is through the National City Web site
(listed above).
Will relocation assistance be offered if I accept a job that requires a move?
Yes, depending on the distance of the move and the position. Each situation will
be handled in a separate manner and discussed during the interview process.
How long will the employment process be in place?
National City makes the redeployment of talented employees an ongoing priority.
Therefore, we will have a continued focus on employment throughout the
integration and post integration process.
Do I have to meet the employment representative to apply for a job?
It is not necessary; however, the onsite representative will be available as
listed above for answers and guidance. We encourage you to schedule an
appointment or stop by to introduce yourself.
If I am displaced and move to a location where National City has no presence,
will I still be eligible for severance if I go to work for another bank?
Severance allowance will end if a displaced employee begins employment with
another financial institution. For Fidelity Federal employees, this means you
cannot receive severance while working for a financial institution that is
located within 100 miles of their current Fidelity Federal work location.
Fidelity Transition News, Page 2
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Have a question? You can call the toll-free "What's on Your Mind" voicemail box
at 866/405-0846 and leave a message with your question or email your question to
CorpComm@NationalCity.com. We'll respond to questions of general interest in
future issues of Transition News.
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In connection with the proposed transaction, a registration statement on Form
S-4 will be filed with the United States Securities and Exchange Commission
(SEC). Stockholders are encouraged to read the registration statement, including
the final proxy statement/prospectus that will be a part of the registration
statement, because it will contain important information about the proposed
transaction. Stockholders will be able to obtain a free copy of the proxy
statement/prospectus, as well as other filings containing information about
National City Corporation and Fidelity Bankshares, Inc., without charge, at the
SEC's Web site, http://www.sec.gov, and the companies' respective Web sites,
www.nationalcity.com and www.fidelityfederal.com. Copies of the proxy
statement/prospectus and the SEC filings that will be incorporated by reference
in the proxy statement/prospectus can also be obtained, without charge, by
directing a request to National City Corporation at 1900 East Ninth Street,
Locator 01-2229, Cleveland, OH 44114 Attention: Investor Relations,
1-800-622-4204, or to Fidelity Bankshares at 205 Datura Street, West Palm Beach,
Florida 33401, Attention: Investor Relations, 561-803-9980.
The respective directors and executive officers of National City and Fidelity
Bankshares and other persons may be deemed to be participants in the
solicitation of proxies in respect of the proposed transaction. Information
regarding National City's directors and executive officers is available in its
proxy statement filed with the SEC on March 8, 2006, and information regarding
Fidelity Bankshares directors and executive officers is available in its proxy
statement filed with the SEC on March 24, 2006. Other information regarding the
participants in the proxy solicitation and a description of their direct and
indirect interests, by security holdings or otherwise, will be contained in the
joint proxy statement/prospectus and other relevant materials to be filed with
the SEC when they become available.
This document contains forward-looking statements. Forward-looking statements
provide current expectations or forecasts of future events and are not
guarantees of future performance, nor should they be relied upon as representing
management's views as of any subsequent date. The forward-looking statements are
based on management's expectations and are subject to a number of risks and
uncertainties. Although management believes that the expectations reflected in
such forward-looking statements are reasonable, actual results may differ
materially from those expressed or implied in such statements.
The following factors, among others, could cause actual results to differ from
those set forth in the forward-looking statements: the ability to obtain
governmental approvals of the merger on the proposed terms and schedule; the
failure of Fidelity Bankshares' stockholders to approve the merger; the risk
that the businesses will not be integrated successfully; the risk that the cost
savings and any other synergies from the merger may not be fully realized or may
take longer to realize than expected; disruption from the merger making it more
difficult to maintain relationships with clients, employees or suppliers;
increased competition and its effect on pricing, spending, third-party
relationships and revenues; the risk of new and changing regulation in the U.S.
and internationally. Additional factors that could cause National City's and
Fidelity Bankshares' results to differ materially from those described in the
forward-looking statements can be found in the 2006 Quarterly Reports on Form
10-Q, as they are filed, and the 2005 Annual Report on Form 10-K of National
City and Fidelity Bankshares filed with the SEC. Copies of these filings are
available at no cost on the SEC's Web site, www.sec.gov, and on the companies'
respective Web sites, www.nationalcity.com and www.fidelityfederal.com.
Management may elect to update forward-looking statements at some future point;
however, it specifically disclaims any obligation to do so.
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Fidelity Transition News, Page 3