[FORM OF]
St. Edmond's Federal Savings Bank
PROPOSED MAILING AND
INFORMATIONAL MATERIALS
INDEX
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Dear Member Letter*
Dear Member Letter for Non Eligible States*
Dear Friend Letter - Eligible Account Holders who are no longer Depositors*
Dear Potential Investor Letter*
Dear Customer Letter - Used as a Cover Letter for States Requiring "Agent"
Mailing*
Proxy and Stock Q&A (6a-6f)*
Proxy Request Letter (immediate follow-up)
Proxy Request
Mailing Insert/Lobby Poster
Invitation Letter - Informational Meetings
Dear Subscriber/Acknowledgment Letter - Initial Response to Stock Order
Received
Dear Charter Shareholder - Confirmation Letter
Dear Interested Investor - No Shares Available Letter
Welcome Shareholder Letter - For Initial Certificate Mailing
Dear Interested Subscriber Letter - Subscription Rejection
Letter for Sandler O'Neill Mailing to Clients*
*Accompanied by a Prospectus
[St. Edmond's Federal Savings Bank]
Dear Member:
The Board of Directors of St. Edmond's Federal Savings Bank has adopted a plan
of conversion under which St. Edmond's Federal Savings Bank will convert from a
federally chartered mutual savings bank to a federally chartered stock savings
bank. As part of this plan, we have formed SE Financial Corp., which will become
the parent holding company of St. Edmond's Federal Savings Bank. We are
converting so that St. Edmond's Federal Savings Bank will be structured in the
form of ownership that will best support the Bank's future growth.
To accomplish the conversion, your vote is extremely important. On behalf of the
Board, I ask that you help us meet our goal by reading the enclosed material and
then casting your vote in favor of the plan of conversion and mailing your
signed proxy card immediately in the enclosed [COLOR] postage-paid envelope
marked "PROXY RETURN." Should you choose to attend the Special Meeting of
Members and wish to vote in person, you may do so by revoking any previously
executed proxy.
If the plan of conversion is approved let me assure you that:
o Deposit accounts will continue to be federally insured to the fullest
extent permitted by law.
o Existing deposit accounts and loans will not undergo any change as a
result of the conversion.
o Voting for approval will not obligate you to buy any shares of common
stock.
As a qualifying account holder or borrower, you may also take advantage of your
nontransferable rights to subscribe for shares of SE Financial Corp. common
stock on a priority basis, before the stock is offered to the general public.
The enclosed proxy statement and prospectus describes the stock offering and the
operations of St. Edmond's Federal Savings Bank. If you wish to subscribe for
common stock, please complete the stock order and certification form and mail
it, along with full payment for the shares (or appropriate instructions
authorizing withdrawal from a deposit account with the Bank) to St. Edmond's
Federal Savings Bank in the enclosed YELLOW postage-paid envelope marked "STOCK
ORDER RETURN" or return it to the main office of the Bank. Your order must be
physically received by the Bank no later than x:00 p.m., eastern time, on
Xxxxxx, April xx, 2004. Please read the prospectus carefully before making an
investment decision.
If you wish to use funds in your IRA at St. Edmond's Federal Savings Bank to
subscribe for common stock, please be aware that federal law requires that such
funds first be transferred to a self-directed retirement account with a trustee
other than the Bank. The transfer of such funds to a new trustee takes time, so
please make arrangements as soon as possible.
If you have any questions after reading the enclosed material, please call our
conversion center at (xxx) xxx-xxxx, Monday through Friday, between the hours of
10:00 a.m. and 4:00 p.m.
Sincerely,
Frank S. DePaolo
President
The shares of common stock offered in the conversion are not savings accounts or
deposits and are not insured or guaranteed by St. Edmond's Federal Savings Bank,
SE Financial Corp., the Federal Deposit Insurance Corporation or any other
government agency.
This is not an offer to sell or a solicitation of an offer to buy common stock.
The offer is made only by the prospectus.
[St. Edmond's Federal Savings Bank]
Dear Member:
The Board of Directors of St. Edmond's Federal Savings Bank has adopted a plan
of conversion under which St. Edmond's Federal Savings Bank will convert from a
federally chartered mutual savings bank to a federally chartered stock savings
bank. As part of this plan, we have formed SE Financial Corp., which will become
the parent holding company of St. Edmond's Federal Savings Bank. We are
converting so that St. Edmond's Federal Savings Bank will be structured in the
form of ownership that will best support the Bank's future growth.
To accomplish the conversion, your vote is extremely important. On behalf of the
Board, I ask that you help us meet our goal by reading the enclosed material and
then casting your vote in favor of the plan of conversion and mailing your
signed proxy card immediately in the enclosed postage-paid envelope marked
"PROXY RETURN." Should you choose to attend the Special Meeting of Members and
wish to vote in person, you may do so by revoking any previously executed proxy.
If the plan of conversion is approved let me assure you that:
o Deposit accounts will continue to be federally insured to the fullest
extent permitted by law.
o Existing deposit accounts and loans will not undergo any change as a
result of the conversion.
We regret that we are unable to offer you common stock in the Subscription
Offering, because the laws of your state or jurisdiction either require us to
register the to-be-issued common stock of SE Financial Corp. or an agent of St.
Edmond's Federal Savings Bank to solicit the sale of such stock, or the number
of eligible subscribers in your state or jurisdiction does not justify the
expense of such registration.
If you have any questions after reading the enclosed material, please call our
conversion center at (xxx) xxx-xxxx, Monday through Friday, between the hours of
10:00 a.m. and 4:00 p.m.
Sincerely,
Frank S. DePaolo
President
The shares of common stock offered in the conversion are not savings accounts or
deposits and are not insured or guaranteed by St. Edmond's Federal Savings Bank,
SE Financial Corp., the Federal Deposit Insurance Corporation or any other
government agency.
This is not an offer to sell or a solicitation of an offer to buy common stock.
The offer is made only by the prospectus.
[St. Edmond's Federal Savings Bank]
Dear Friend of St. Edmond's Federal Savings Bank:
The Board of Directors of St. Edmond's Federal Savings Bank has adopted a plan
of conversion under which St. Edmond's Federal Savings Bank will convert from a
federally chartered mutual savings bank to a federally chartered stock savings
bank. As part of this plan, we have formed SE Financial Corp., which will become
the parent holding company of St. Edmond's Federal Savings Bank. We are
converting so that St. Edmond's Federal Savings Bank will be structured in the
form of ownership that will best support the Bank's future growth.
As a former account holder, you may take advantage of your nontransferable
rights to subscribe for shares of SE Financial Corp. common stock on a priority
basis, before the stock is offered to the general public. The enclosed
prospectus describes the stock offering and the operations of St. Edmond's
Federal Savings Bank. If you wish to subscribe for common stock, please complete
the stock order and certification form and mail it, along with full payment for
the shares (or appropriate instructions authorizing withdrawal from a deposit
account with the Bank) to St. Edmond's Federal Savings Bank in the enclosed
postage-paid envelope marked "STOCK ORDER RETURN" or return it to the main
office of the Bank. Your order must be physically received by the Bank no later
than x:00 p.m., eastern time, on Xxxxx, April xx, 2004. Please read the
prospectus carefully before making an investment decision.
If you have any questions after reading the enclosed material, please call our
conversion center at (xxx) xxx-xxxx, Monday through Friday, between the hours of
10:00 a.m. and 4:00 p.m.
Sincerely,
Frank S. DePaolo
President
The shares of common stock offered in the conversion are not savings accounts or
deposits and are not insured or guaranteed by St. Edmond's Federal Savings Bank,
SE Financial Corp., the Federal Deposit Insurance Corporation or any other
government agency.
This is not an offer to sell or a solicitation of an offer to buy common stock.
The offer is made only by the prospectus.
[SE Financial Corp.]
Dear Potential Investor:
We are pleased to provide you with the enclosed material regarding the
conversion of St. Edmond's Federal Savings Bank from a federally chartered
mutual savings bank to a federally chartered stock savings bank. As part of this
conversion, SE Financial Corp. will become the parent company of St. Edmond's
Federal Savings Bank.
This information packet includes the following:
PROSPECTUS: This document provides detailed information about St.
Edmond's Federal Savings Bank's operations and the proposed stock
offering by SE Financial Corp. Please read it carefully before making
an investment decision.
STOCK ORDER AND CERTIFICATION FORM: Use this form to subscribe for
common stock and mail it, along with full payment for the shares (or
appropriate instructions authorizing withdrawal from a deposit account
with the Bank), to St. Edmond's Federal Savings Bank in the enclosed
postage-paid envelope marked "STOCK ORDER RETURN" or return it to the
main office of the Bank. Your order must be physically received by the
Bank no later than x:00 p.m., eastern time, on Xxxxxx, April xx, 2004.
We are pleased to offer you this opportunity to become one of our charter
shareholders. If you have any questions regarding the conversion or the
prospectus, please call our conversion center at (xxx) xxx-xxxx, Monday through
Friday, between the hours of 10:00 a.m. and 4:00 p.m.
Sincerely,
Frank S. DePaolo
President
The shares of common stock offered in the conversion are not savings accounts or
deposits and are not insured or guaranteed by St. Edmond's Federal Savings Bank,
SE Financial Corp., the Federal Deposit Insurance Corporation or any other
government agency.
This is not an offer to sell or a solicitation of an offer to buy common stock.
The offer is made only by the prospectus.
[Sandler O'Neill & Partners, L.P.]
Dear Customer of St. Edmond's Federal Savings Bank:
At the request of St. Edmond's Federal Savings Bank we have enclosed material
regarding the offering of common stock in connection with the conversion of St.
Edmond's Federal Savings Bank from a federally chartered mutual savings bank to
a federally chartered stock savings bank. As part of this conversion, St.
Edmond's Federal Savings Bank will form SE Financial Corp., which will become
the parent holding company of St. Edmond's Federal Savings Bank. These materials
include a prospectus and a stock order form, which offer you the opportunity to
subscribe for shares of common stock of SE Financial Corp.
Please read the prospectus carefully before making an investment decision. If
you decide to subscribe for shares, you must return the properly completed and
signed stock order and certification form, along with full payment for the
shares (or appropriate instructions authorizing withdrawal from a deposit
account with the Bank) to St. Edmond's Federal Savings Bank in the accompanying
postage-paid envelope marked "STOCK ORDER RETURN" or return it to the main
office of the Bank. Your order must be physically received by the Bank no later
than x:00 p.m., eastern time, on Xxxxx, April xx, 2004. If you have any
questions after reading the enclosed material, please call the conversion center
at (xxx) xxx-xxxx, Monday through Friday, between the hours of 10:00 a.m. and
4:00 p.m., and ask for a Sandler O'Neill representative.
We have been asked to forward these documents to you in view of certain
requirements of the securities laws of your jurisdiction. We should not be
understood as recommending or soliciting in any way any action by you with
regard to the enclosed material.
Sincerely,
Sandler O'Neill & Partners, L.P.
The shares of common stock offered in the conversion are not savings accounts or
deposits and are not insured or guaranteed by St. Edmond's Federal Savings Bank,
SE Financial Corp., the Federal Deposit Insurance Corporation or any other
government agency.
This is not an offer to sell or a solicitation of an offer to buy common stock.
The offer is made only by the prospectus.
Enclosures
Questions
& Answers About the
Conversion
SE Financial Corp.
Proposed holding company for
St. Edmond's Federal Savings Bank
Logo
QUESTIONS AND ANSWERS
About the Conversion
St. Edmond's Federal Savings Bank has received approval from the Office of
Thrift Supervision (OTS) to convert from a federally chartered mutual savings
bank to a federally chartered stock savings bank, subject to the approval of the
members of the Bank. St. Edmond's Federal Savings Bank is converting so that it
will be structured in the form of ownership used by the majority of savings
institutions and to allow our Bank to become stronger financially. It is
necessary for St. Edmond's Federal Savings Bank to receive a majority of the
votes eligible to be cast in favor of the conversion.
Your vote is very important. Please vote today by returning all proxy cards
received. ---
Your board of directors urges you to vote "FOR" the
conversion and return your proxy today.
Effect on Deposits and Loans
Q. Will the conversion affect any of my deposit accounts or loans?
A. No. The conversion will have no effect on the balance or terms of any
deposit account. Your deposits will continue to be federally insured to the
fullest extent permissible. The terms, including interest rate, of your
loans with us will also be unaffected by the conversion.
About Voting
Q. Who is eligible to vote on the conversion?
A. Depositors and certain borrowers of St. Edmond's Federal Savings Bank as of
the close of business on February xx, 2004 (the "Voting Record Date").
Q. How do I vote?
A. You may vote by mailing your signed proxy card(s)in the [COLOR]
postage-paid envelope marked "PROXY RETURN." Should you choose to attend
the Special Meeting of Members to be held on April xx, 2004, and decide to
change your vote, you may do so by revoking any previously executed proxy.
Q. Why did I receive several proxies?
A. If you have more than one account you may have received more than one
proxy, depending upon the ownership structure of your accounts. Please
vote, sign, date and return all proxy cards that you received.
---
Q. Does my vote for conversion mean that I must buy common stock of SE
Financial Corp.?
A. No. Voting for the plan of conversion does not obligate you to buy shares
of common stock of SE Financial Corp.
Q. I have a joint savings account. Must both parties sign the proxy card?
A. Only one signature is required, but both parties should sign if possible.
Q. Who must sign proxies for trust or custodian accounts? A. The trustee or
custodian must sign proxies for such accounts, not the beneficiary.
Q. I am the executor (administrator) for a deceased depositor. Can I sign the
proxy card?
A. Yes. Please indicate on the card the capacity in which you are signing the
card.
About the Stock
Investment in common stock involves certain risks. For a discussion of these
risks and other factors, investors are urged to read the accompanying
prospectus.
Q. Who can purchase stock?
A. The common stock of SE Financial Corp. will be offered in the Subscription
Offering in the following order of priority:
|_| Eligible Account Holders, who are depositors of St. Edmond's Federal
Savings Bank with accounts totaling $50 or more as of December 31,
2002;
|_| SE Financial Corp.'s employee stock ownership plan;
|_| Other Members, who are depositors of St. Edmond's Federal Savings Bank
as of February xx, 2004 and borrowers as of September 29, 1995 who
continue as borrowers as of the close of business on February xx,
2004.
Common stock that is not sold in the Subscription Offering, if any,
will be offered first to certain members of the general public in a
Community Offering and then, to the extent any shares remain, to the
general public in a Syndicated Community Offering and/or a Public
Offering.
Q. Will any account I hold with the Bank be converted into stock?
A. No. All accounts remain as they were prior to the conversion.
Q. Will I receive a discount on the price of the stock?
A. No. Regulations require that the offering price of the stock be the same
for everyone: depositors and borrowers of St. Edmond's Federal Savings
Bank, directors, officers and employees of St. Edmond's Federal Savings
Bank and members of the general public.
Q. How many shares of stock are being offered, and at what price?
A. SE Financial Corp., is offering for sale a maximum of 2,012,500 shares of
common stock at a subscription price of $10.00 per share. Under certain
circumstances, SE Financial Corp., may increase the maximum and sell up to
2,314,375 shares.
Q. How much stock can I purchase?
A. The minimum purchase is 25 shares. As more fully discussed in the plan of
conversion described in the Prospectus, the maximum purchase by any person
in the Subscription or Community Offering is $100,000 (10,000 shares); no
person by himself or herself, with an associate or group of persons acting
in concert, may purchase more than $200,000 (20,000 shares) of common stock
offered in the offering.
Q. How do I order stock?
A. You may subscribe for shares of common stock by completing and returning
the stock order and certification form, together with your payment, either
in person to the main office of St. Edmond's Federal Savings Bank or by
mail in the YELLOW postage-paid envelope marked "STOCK ORDER RETURN."
Q. How can I pay for my shares of stock?
A. You can pay for the common stock by check, cash, money order or withdrawal
from your deposit account at St. Edmond's Federal Savings Bank. If you
choose to pay by cash, you must deliver the stock order and certification
form and payment in person to the main office of St. Edmond's Federal
Savings Bank and it will be converted to a bank check or a money order.
Please do not send cash in the mail.
Q. When is the deadline to subscribe for stock?
A. An executed stock order form with the required full payment must be
physically received by St. Edmond's Federal Savings Bank no later than x:00
x.m. eastern time on Xxxxx, April xx, 2004.
Q. Can I subscribe for shares using funds in my IRA at St. Edmond's Federal
Savings Bank?
A. Federal regulations do not permit the purchase of common stock with your
existing IRA at St. Edmond's Federal Savings Bank. To use such funds to
subscribe for common stock, you need to establish a "self directed" trust
account with an outside trustee. Please call our conversion center if you
require additional information. TRANSFER OF SUCH FUNDS TAKES TIME, SO
PLEASE MAKE ARRANGEMENTS AS SOON AS POSSIBLE.
Q. Can I subscribe for shares and add someone else who is not on my account to
my stock registration?
A. No. Federal regulations prohibit the transfer of subscription rights.
Adding the names of other persons who are not owners of your qualifying
account(s) will void your order.
Q. Can I subscribe for shares and delete someone who is on my account from my
stock registration?
A. No. A name can be deleted only in the event of the death of a named
eligible depositor.
Q. Am I guaranteed to receive shares by placing an order?
A. No. It is possible that orders received during the offering period will
exceed the number of shares being sold. Such an oversubscription would
result in shares being allocated among subscribers starting with
subscribers who are Eligible Account Holders. If the offering is
oversubscribed in the subscription offering, no orders received in the
community offering will be filled. Please refer to the section of the
prospectus entitled "The Offering."
Q. Will payments for common stock earn interest until the conversion closes?
A. Yes. Any payment made by cash, check or money order will earn interest at
St. Edmond's Federal Savings Bank's regular savings account rate from the
date of receipt to the completion or termination of the conversion.
Withdrawals from a deposit account or a certificate of deposit at St.
Edmond's Federal Savings Bank to buy common stock may be made without
penalty. Depositors who elect to pay for their common stock by a withdrawal
authorization will receive interest at the contractual rate on the account
until the completion or termination of the conversion.
Q. Will dividends be paid on the stock?
A. We intend to consider paying cash dividends after the conversion. The
timing, amount and frequency will be determined by the board of directors.
Q. Will my stock be covered by deposit insurance?
A. No.
Q. Where will the stock be traded?
A. Upon completion of the conversion, SE Financial Corp. expects the stock to
be traded on the over-the-counter market with quotations available on the
OTC Electronic Bulletin Board.
Q. Can I change my mind after I place an order to subscribe for stock?
A. No. After receipt, your order may not be modified or withdrawn.
Additional Information
Q. What if I have additional questions or require more information?
A. St. Edmond's Federal Savings Bank's proxy statement and the prospectus that
accompany this brochure describe the conversion in detail. Please read the
proxy statement and prospectus carefully before voting or subscribing for
stock. If you have any questions after reading the enclosed material you
may call our conversion center at (xxx) xxx-xxxx, Monday through Friday,
between the hours of 10:00 a.m. and 4:00 p.m. Additional material may only
be obtained from the conversion center.
To ensure that each purchaser receives a prospectus at least 48 hours prior
to the Expiration Date of Xxxxxxx, April xx, 2004 at x:00 p.m., eastern
time, in accordance with Rule 15c2-8 of the Securities Exchange Act of
1934, as amended, no prospectus will be mailed any later than five days
prior to such date or hand delivered any later than two days prior to such
date.
The shares of common stock offered in the conversion are not savings accounts or
deposits and are not insured or guaranteed by St. Edmond's Federal Savings Bank,
SE Financial Corp., the Federal Deposit Insurance Corporation or any other
government agency.
This is not an offer to sell or a solicitation of an offer to buy common stock.
The offer is made only by the prospectus.
[St. Edmond's Federal Savings Bank]
A REQUEST THAT YOU VOTE
Dear Member:
As a follow-up to our recent mailing, this is to remind you that your vote is
very important.
The Board of Directors of St. Edmond's Federal Savings Bank has adopted a plan
of conversion under which St. Edmond's Federal Savings Bank will convert from a
federally chartered mutual savings bank to a federally chartered stock savings
bank. As part of this plan, we have formed SE Financial Corp., which will become
the parent holding company of St. Edmond's Federal Savings Bank. We are
converting so that St. Edmond's Federal Savings Bank will be structured in the
form of ownership that will best support the Bank's future growth.
To accomplish the conversion, your vote is extremely important. On behalf of the
Board, I ask that you help us meet our goal by casting your vote in favor of the
plan of conversion and mailing your signed proxy card immediately in the
enclosed postage-paid envelope marked "PROXY RETURN." Should you choose to
attend the Special Meeting of Members and wish to vote in person, you may do so
by revoking any previously executed proxy. Please vote by returning all proxy
forms received.
If the plan of conversion is approved let me assure you that:
o Deposit accounts will continue to be federally insured to the fullest
extent permitted by law.
o Existing deposit accounts and loans will not undergo any change as a
result of the conversion.
o Voting for approval will not obligate you to buy any shares of common
stock.
If you have any questions after reading the enclosed material, please call our
conversion center at (xxx) xxx-xxxx, Monday through Friday, between the hours of
10:00 a.m. and 4:00 p.m.
Sincerely,
Frank S. DePaolo
President
The shares of common stock offered in the conversion are not savings accounts or
deposits and are not insured or guaranteed by St. Edmond's Federal Savings Bank,
SE Financial Corp., the Federal Deposit Insurance Corporation or any other
government agency.
This is not an offer to sell or a solicitation of an offer to buy common stock.
The offer is made only by the prospectus.
PROXY REQUEST
Logo
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WE NEED YOUR VOTE
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Dear Member of St. Edmond's Federal Savings Bank:
Your vote on our plan of conversion has not yet been received. Your vote is very
important to us. Please vote and mail the enclosed proxy today. If you have more
than one account you may receive more than one proxy. Please complete and mail
all proxies received.
Remember: Voting does not obligate you to buy stock. Your Board of
Directors has approved the plan of conversion and urges you to vote in
favor of the conversion. Your deposit accounts or loans with St. Edmond's
Federal Savings Bank will not be affected in any way by the conversion.
Deposit accounts will continue to be federally insured to the legal
maximum.
A postage-paid envelope is enclosed with the proxy card. If you have any
questions, please call our conversion center at (xxx) xxx-xxxx.
Sincerely,
Frank S. DePaolo
President
Please vote today by returning all proxy forms received.
The shares of common stock offered in the conversion are not savings accounts or
deposits and are not insured or guaranteed by St. Edmond's Federal Savings Bank,
SE Financial Corp., the Federal Deposit Insurance Corporation or any other
government agency.
This is not an offer to sell or a solicitation of an offer to buy common stock.
The offer is made only by the prospectus.
- --------------------------------------------------------------------------------
St. Edmond's Federal Savings Bank
LOGO
Please Support Us
-----------------
Vote Your Proxy Card Today
If you have more than one account, you may have received more than one proxy
depending upon the ownership structure of your accounts. Please vote, sign and
return all proxy cards that you received.
- --------------------------------------------------------------------------------
[SE Financial Corp.]
_______________, 2004
Dear __________:
We are pleased to announce that the Board of Directors of St. Edmonds Federal
Savings Bank has voted in favor of a plan to convert from a federally chartered
mutual savings bank to a federally chartered stock savings bank. As part of this
plan, we have formed SE Financial Corp., which will become the parent holding
company of St. Edmonds Federal Savings Bank.
We are converting so that St. Edmonds Federal Savings Bank will have the
flexibility and ownership structure used by a growing number of savings
institutions.
To learn more about the conversion and stock offering you are cordially invited
to join members of our senior management team at a community meeting to be held
on___ at x:00 p.m.
A member of our staff will be calling to confirm your interest in attending the
meeting.
If you would like additional information regarding the meeting or our
conversion, please call our conversion center at (xxx) xxx-xxxx, Monday through
Friday between the hours of 10:00 a.m. to 4:00 p.m.
Sincerely,
Frank S. DePaolo
President
The shares of common stock offered in the conversion are not savings accounts or
deposits and are not insured or guaranteed by St. Edmonds Federal Savings Bank,
SE Financial Corp., the Federal Deposit Insurance Corporation or any other
government agency.
This is not an offer to sell or a solicitation of an offer to buy common stock.
The offer is made only by the prospectus.
(Printed by Conversion Center)
[SE Financial Corp.]
_______________, 2004
Dear Subscriber:
We hereby acknowledge receipt of your order for shares of SE Financial Corp.
common stock.
At this time, we cannot confirm the number of shares of SE Financial Corp.
common stock that will be issued to you. Such allocation will be made in
accordance with the plan of conversion following completion of the stock
offering.
If you have any questions, please call our conversion center at (xxx) xxx-xxxx.
Sincerely,
SE Financial Corp.
Conversion Center
The shares of common stock offered in the conversion are not savings accounts or
deposits and are not insured or guaranteed by St. Edmonds Federal Savings Bank,
SE Financial Corp., the Federal Deposit Insurance Corporation or any other
government agency.
(Printed by Conversion Center)
[SE Financial Corp.]
_______________, 2004
Dear Shareholder:
Our subscription offering has been completed and we are pleased to confirm your
subscription for shares at a price of $10.00 per share. If your subscription was
paid for by check, interest and any refund due to you will be mailed promptly.
The closing of the transaction occurred on ______ __, 2004; this is your stock
purchase date. Trading commenced on the over-the-counter market with quotations
available on the OTC Electronic Bulletin Board on ________ __, 2004.
Thank you for your interest in SE Financial Corp. Your stock certificate will be
mailed to you shortly.
Sincerely,
SE Financial Corp.
Conversion Center
The shares of common stock offered in the conversion are not savings accounts or
deposits and are not insured or guaranteed by St. Edmonds Federal Savings Bank,
SE Financial Corp., the Federal Deposit Insurance Corporation or any other
government agency.
(Printed by Conversion Center)
[SE Financial Corp.]
_______________, 2004
Dear Interested Investor:
We recently completed our Subscription Offering. Unfortunately, due to the
response from our Eligible Account Holders, stock was not available for our
Other Members or community friends. If your subscription was paid for by check,
bank draft or money order, a refund of any balance due you with interest will be
mailed to you promptly.
We appreciate your interest in SE Financial Corp. and hope you become an owner
of our stock in the future. The stock trades on the over-the-counter market with
quotations available on the OTC Electronic Bulletin Board
Sincerely,
SE Financial Corp.
Conversion Center
The shares of common stock offered in the conversion are not savings accounts or
deposits and are not insured or guaranteed by St. Edmonds Federal Savings Bank,
SE Financial Corp., the Federal Deposit Insurance Corporation or any other
government agency.
(Printed by Conversion Center)
[SE Financial Corp.]
xxxxx, 2004
Welcome Shareholder:
We are pleased to enclose the stock certificate that represents your share of
ownership in SE Financial Corp., the parent holding company of St. Edmonds
Federal Savings Bank.
Please examine your stock certificate to be certain that it is properly
registered. If you have any questions about your certificate, you should contact
the Transfer Agent immediately at the following address:
Registrar and Transfer Company
Investor Relations Department
10 Commerce Drive
Cranford, NJ 07016-3572
1 (800) 368-5948
email: info@rtco.com
Also, please remember that your certificate is a negotiable security that should
be stored in a secure place, such as a safe deposit box or on deposit with your
stockbroker.
On behalf of the Board of Directors of SE Financial Corp., St. Edmonds Federal
Savings Bank and our employees, I would like to thank you for supporting our
offering.
Sincerely,
Frank S. DePaolo
President
The shares of common stock offered in the conversion are not savings accounts or
deposits and are not insured or guaranteed by St. Edmonds Federal Savings Bank,
SE Financial Corp., the Federal Deposit Insurance Corporation or any other
government agency.
(Printed by Conversion Center)
[SE Financial Corp.]
_______________, 2004
Dear Interested Subscriber:
We regret to inform you that St. Edmonds Federal Savings Bank and SE Financial
Corp., the holding company for St. Edmonds Federal Savings Bank, have decided
not to accept your order for shares of SE Financial Corp. common stock in our
community offering. This action is in accordance with our plan of conversion,
which gives St. Edmonds Federal Savings Bank and SE Financial Corp. the absolute
right to reject the order of any person, in whole or in part, in the community
offering.
Enclosed is a check representing your subscription and interest earned thereon.
Sincerely,
SE Financial Corp.
Conversion Center
The shares of common stock offered in the conversion are not savings accounts or
deposits and are not insured or guaranteed by St. Edmonds Federal Savings Bank,
SE Financial Corp., the Federal Deposit Insurance Corporation or any other
government agency.
This is not an offer to sell or a solicitation of an offer to buy common stock.
The offer is made only by the prospectus.
(Printed by Conversion Center)
[Sandler O'Neill & Partners, L. P.]
_______________, 2004
To Our Friends:
We are enclosing the offering material for SE Financial Corp., established by
St. Edmonds Federal Savings Bank, which is now in the process of converting from
a federally chartered mutual savings bank to a federally chartered stock savings
bank.
Sandler O'Neill & Partners, L.P. is managing the Subscription Offering, which
will conclude at x:00 p.m., eastern time, on April xx, 2004. Sandler O'Neill is
also providing conversion agent and proxy solicitation services for St. Edmonds
Federal Savings Bank. In the event that all the stock is not sold in the
Subscription and Community Offering, Sandler O'Neill may form and manage a
syndicate of broker/dealers to sell the remaining stock and/or offer the stock
in a public offering.
Members of the general public, other than residents of _______, are eligible to
participate. If you have any questions about this transaction, please do not
hesitate to call.
Sincerely,
Sandler O'Neill & Partners, L.P.
The shares of common stock offered in the conversion are not savings accounts or
deposits and are not insured or guaranteed by St. Edmonds Federal Savings Bank,
SE Financial Corp., the Federal Deposit Insurance Corporation or any other
government agency.
This is not an offer to sell or a solicitation of an offer to buy common stock.
The offer is made only by the prospectus.
(Printed by Sandler O'Neill)