First Community Financial Corporation
Stock Order Form
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Community Expiration Date for
Savings Bank, SSB Stock Order Forms:
708 South Church Street
Burlington, NC 27215 May , 1999
(336) 221-1503 12:00 Noon, Eastern Time
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IMPORTANT--PLEASE NOTE: A properly completed original stock order
form must be used to subscribe for common stock. Faxes or copies of
this form may not be accepted. Please read the Stock Ownership Guide
and Stock Order Form Instructions as you complete this Form.
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(1) Number of Shares Subscription Price (2) Total Payment Due
X $15.00 + $
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(3) Employee/Officer/Director Information
[_] Check here if you are a director, officer or employee of Community Savings
or a member of such person's immediate family.
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(4) Method of Payment/Check
Enclosed is a check, bank draft or money order made payable to
First Community Financial Corporation in the amount of: $
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No wire transfers will be accepted.
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(5) Method of Payment/Withdrawal The undersigned authorizes withdrawal from the
following account(s) at Community Savings Bank. There is no penalty for early
withdrawal for purposes of this payment.
Account Number(s) Withdrawal
Amount(s)
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$
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$
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$
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Total Withdrawal Amount $
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In order to subscribe for shares through an individual retirement
account ("IRA") at Community Savings Bank, you must contact the
Stock Information Center at Community Savings Bank no later
than April , 1999.
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(6) Purchaser Information
a. [ ] Eligible Account Holder --Check here if you were a depositor of at least
$50.00 at Community Savings Bank on June 30,1997. Enter information below
for all deposit accounts that you had at Community Savings Bank on June
30, 1997.
b. [ ] Supplemental Eligible Account Holder -- Check here if you were a
depositor of at least $50.00 at Community Savings Bank on March 31, 1999
but are not an Eligible Account Holder. Enter information below for all
deposit accounts that you had at Community Savings Bank on
March 31, 1999.
c. [ ] Other Member -- Check here if you were a depositor on April 15, 1999, or
a borrower of Community Savings Bank with loans outstanding as of April
15, 1999, but are not an Eligible Account Holder or Supplemental Eligible
Account Holder. Enter information below for all deposit accounts that you
had at Community Savings Bank on April 15, 1999 and/or for all loans you
had with Community Savings Bank as of April 15, 1999.
ACCOUNT INFORMATION
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. These account numbers correspond
to the preprinted account
registration in the top left hand
corner of this form.
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. These may not be all of your
qualifying accounts.
. You must list any account
numbers from other stock order
forms you have received in the
mail and any other accounts that
you have, or have had ownership
in, at Community Savings Bank.
Account Title (Names on Accounts) Account Number(s)
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. If you do not list all of your
accounts, you may not receive all
of the shares that you are
eligible for.
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7. Stock Registration/Form of Stock Ownership
[ ] Individual
[ ] Individual Retirement Account (IRA)
[ ] Joint Tenants with right of survivorship
[ ] Corporation or Partnership
[ ] Tenants in Common
[ ] Uniform Transfer to Minors Act
[ ] Fiduciary (Under Agreement Dated ____, 19 )
[_] Other ________________
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(8) Name(s) in which your stock is to be registered (Please print clearly)
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Name(s) continued
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Street Address
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Telephone (Daytime) City State Zip Code
( )
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Social Security No. or Tax ID No.
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If you would like order confirmation and stock allocation information delivered
to you via e-mail or facsimile, please fill in the box below with your complete
e-mail address or facsimile number. If no information is listed below, you will
be notified via the U.S. Mail.
E-Mail or Facsimile Number
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County of Residence
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(9) NASD Affiliation
[ ] Check]here if you are a member of the National Association of Securities
Dealers, Inc. ("NASD"), a person associated with an NASD member, a member of
the immediate family of any such person to whose support such person
contributes, directly or indirectly, or the holder of an account in which an
NASD member or person associated with an NASD member has a beneficial
interest. To comply with conditions under which an exemption from the NASD's
Interpretation With Respect to Free-Riding and Withholding is available, you
agree, if you have checked the NASD Affiliation box, (i) not to sell,
transfer or hypothecate the stock for a period of 90 days following
issuance, and (ii) to report this subscription in writing to the applicable
NASD member within one day of payment therefor.
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(10) Associate--Acting in Concert
[ ] Check]here and complete the reverse side of this Form, if you or any
associate (as defined on the reverse side of this Form) or persons acting
in concert with you have submitted other orders for shares in the offering.
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(11) Acknowledgment
To be effective, this fully completed Stock Order Form and Form of
Certification must be actually received by Community Savings Bank, no
later than 12:00 noon, Eastern Time on June , 1999, unless extended;
otherwise this Stock Order Form and all subscription rights will be void.
Completed Stock Order Forms, together with the executed Form of
Certification and the required payment or withdrawal authorization, may be
delivered to Community Savings Bank or may be mailed to the address
indicated on the enclosed business reply envelope. All rights exercisable
hereunder are not transferable and shares purchased upon exercise of such
rights must be purchased for the account of the person exercising such
rights.
It is understood that this Stock Order Form will be accepted in accordance
with, and subject to, the terms and conditions of the Plan of Conversion
("Plan") of Community Savings Bank, as amended, described in the
accompanying Prospectus. If the Plan is not approved by the members of
Community Savings Bank at a Special Meeting to be held on June , 1999, or
any adjournment thereof, all orders will be canceled and funds received as
payment, with accrued interest, will be returned promptly.
The undersigned agrees that after receipt by Community Savings Bank, this
Stock Order Form may not be modified, withdrawn or canceled without
Community Savings Bank's consent, and if authorization to withdraw from
deposit accounts at Community Savings Bank has been given as payment for
shares, the amount authorized for withdrawal shall not otherwise be
available for withdrawal by the undersigned.
Under penalty of perjury, I certify that the Social Security or Tax ID
Number and the other information provided in this Stock Order Form are
true, correct and complete, that I am not subject to back-up withholding,
that I am purchasing only for my own account and that there is no
agreement or understanding regarding the transfer of my subscription
rights or the sale or transfer of these shares.
applicable regulations prohibit any person from transferring or entering
into any agreement directly or indirectly to transfer the legal or
beneficial ownership of subscription rights, or the underlying securities
to the account of another. Community Savings Bank and First Community
Financial Corporation. will pursue any and all legal and equitable
remedies in the event they become aware of the transfer of subscription
rights and will not honor orders known by them to involve such transfer. I
acknowledge that the common stock offered is not a savings or deposit
account and is not insured by the Savings Association Insurance Fund, the
Bank Insurance Fund, the Federal Deposit Insurance Corporation, or any
other government agency, may lose value and is not guaranteed by Community
Savings Bank or First Community Financial Corporation. I further
acknowledge receipt of the Prospectus at least 48 hours prior to delivery
of this Stock Order Form to Community Savings Bank.
A VALID STOCK ORDER FORM MUST BE SIGNED AND DATED TWICE: BELOW AND ON THE
FORM OF CERTIFICATION ON THE REVERSE HEREOF.
Signature Date Signature Date OFFICE USE
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Date
Received
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Batch # Order #
A SIGNED FORM OF CERTIFICATION MUST ACCOMPANY ALL STOCK ORDER FORMS
(SEE REVERSE SIDE)
Item (6)a, b--(continued)
Account Title (Names Account Account Title (Names Account
on Accounts) Number(s) on Accounts) Number(s)
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Item (10)--(continued) "Associate" is defined as (i) any corporation
or organization (other than Community Savings
List below all other orders Bank, First Community Financial Corporation
submitted by you or your or a majority-owned subsidiary of Community
Associates (as defined) or by Savings Bank or First Community Financial
persons acting in concert with Corporation) of which such person is an
you. officer or partner or is, directly or
indirectly, the beneficial owner of 10% or
Number of more of any class of equity securities, (ii)
Name(s) Listed on Shares any trust or other estate in which such
Other Stock Order Ordered person has a substantial beneficial interest
Forms or as to which such person serves as trustee
- ------------------------------- or in a similar fiduciary capacity, except
- ------------------------------- for any tax-qualified employee stock benefit
- ------------------------------- plan or any charitable trust which is exempt
- ------------------------------- from federal taxation pursuant to Section
- ------------------------------- 501(c)(3) of the Internal Revenue Code of
1986, as amended; and (iii) any relative or
spouse of such person, or any relative of
such spouse, who has the same home as such
person or who is a director of Community
Savings Bank or First Community Financial
Corporation or any of their subsidiaries.
A valid Stock Order Form must be signed and dated below and on the front of
this form.
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CERTIFICATION
I/WE ACKNOWLEDGE THE COMMON STOCK OF FIRST COMMUNITY FINANCIAL CORPORATION
IS NOT A DEPOSIT OR SAVINGS ACCOUNT AND IS NOT FEDERALLY INSURED, AND IS
NOT GUARANTEED BY COMMUNITY SAVINGS BANK, FIRST COMMUNITY FINANCIAL
CORPORATION OR BY THE FEDERAL GOVERNMENT. THE SECURITIES ARE SUBJECT TO
INVESTMENT RISKS, INCLUDING POSSIBLE LOSS OF THE PRINCIPAL INVESTED.
If anyone asserts that the common stock is federally insured or guaranteed,
or is as safe as an insured deposit, I should call the Federal Deposit
Insurance Corporation Regional Director, Nancy E. Hall at (404) 817-1300.
I/We further certify that, before purchasing the common stock, no par
value, of First Community Financial Corporation, the proposed holding
company for Community Savings Bank, I/we received a Prospectus dated April
, 1999 (the "Prospectus"), which contains disclosure concerning the
nature of the common stock being offered and describes the following risks
involved in the investment under the heading "RISK FACTORS" beginning on
page 12 of the Prospectus.
1. After the conversion, First Community's return on equity
will be low compared to other companies, and this could
reduce the value of the common stock. .................... (page 13)
2. Community Savings plans to continue increasing its levels
of construction, commercial and consumer loans, and this
will increase the risks associated with its loan
portfolio. ............................................... (page 13)
3. Increasing interest rates could reduce Community Savings'
earnings. ................................................ (page 14)
4. There is a limited market for the common stock which could
make it difficult to sell and negatively affect
the trading price. ....................................... (page 14)
5. The shares of common stock offered in the offerings are
not insured............................................... (page 15)
6. The costs associated with the employee stock ownership
plan will reduce First Community's earnings and
stockholders' equity. .................................... (page 15)
7. The ownership and voting interests of stockholders may be
diluted by the issuance of shares under the management
recognition plan and stock option plan. Those plans will
also increase First Community's compensation expenses and
reduce its earnings. ..................................... (page 15)
8. Establishment of the foundation will dilute the voting and
ownership interests of stockholders. ..................... (page 16)
9. The establishment of the foundation will reduce
earnings. ................................................ (page 16)
10. The contribution to the foundation may not be tax
deductible, which would further reduce earnings. ......... (page 16)
11. First Community's governing documents, regulatory
provisions and voting control of directors, officers and
employees, may prevent or discourage mergers, acquisitions
and other changes in control which might be favored by
some stockholders and may make it difficult to replace
existing management. ..................................... (page 16)
12. Agreements with employees may discourage mergers,
acquisitions and changes in management control which may
be favored by some stockholders. ......................... (page 17)
13. Subscribers may be taxed on subscription rights. ......... (page 18)
14. If the computer systems of Community Savings and its
service providers do not function properly in the year
2000, business operations could be disrupted and earnings
could be reduced. ........................................ (page 18)
15. There could be delays in completing the conversion which
could mean that conditions relevant to an investment in
the common stock may adversely change before shares are
issued and become tradeable. ............................. (page 18)
16. First Community could issue additional shares to correct
errors in allocations which could dilute the ownership and
voting rights of stockholders. .......................... (page 18)
BY EXECUTING THIS CERTIFICATION, INVESTORS ARE NOT WAIVING ANY RIGHTS
UNDER THE SECURITIES ACT OF 1933, AS AMENDED.
Signature Date Signature Date
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Name (Please Print) Name (Please Print)
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Subscription Rights
Special Notice
Any transfer of, or attempt to transfer, a subscription right to any other
person is illegal and subject to civil fines and/or penalties and even criminal
fines and/or penalties. The Bank intends to prosecute vigorously any transfer
of, or attempt to transfer, subscription rights that comes to its attention.
If you are (or have been already) contacted by anyone offering to give you
money to buy stock in exchange for transferring the stock to them later or to
share in any way proceeds upon the sale of the stock, or to transfer your
subscription rights in any other way, please call us immediately at (336) .
[UP ARROW APPEARS HERE]
THIS IS YOUR PROXY CARD.
YOU MAY RECEIVE MORE THAN ONE PROXY CARD IN THIS PACKET OF MATERIAL.
PLEASE VOTE ALL PROXY CARDS RECEIVED.
A POSTAGE PRE-PAID ENVELOPE IS INCLUDED IN THIS
PACKET FOR YOUR CONVENIENCE.
THANK YOU.
First Community Financial Corporation
Stock Order Form Instructions
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Item 1--
. Fill in the number of shares that you wish to purchase.
. The minimum order is 30 shares. The maximum order for any person is 15,000
shares. The maximum order by persons exercising purchase rights as a result
of a single account is 15,000 shares in the aggregate. The maximum order by
any person, together with his associates and persons acting in concert with
such person, is 20,000 shares in the aggregate.
. First Community Financial Corporation and Community Savings Bank have the
right to reject the order of any subscriber who (i) submits false or
misleading information on a Stock Order Form or otherwise, (ii) attempts to
purchase shares in violation of the Plan or applicable law or (iii) fails to
cooperate with attempts to verify information with respect to subscription
rights.
. Failure to properly complete and return this Stock Order Form will result in
the loss of subscription rights.
Item 2--
. Multiply the shares ordered by $15 per share.
Item 3--
. Check the box if you are a director, officer or employee of Community
Savings Bank or are a member of such person's immediate family.
Item 4--
. You can pay for shares in cash (if delivered by you) or by check, bank draft
or money order made payable to First Community Financial Corporation.
. Funds earn interest at the current Community Savings Bank statement savings
rate until the offering is completed or terminated.
. Do not mail cash to purchase stock.
. Wire transfers will not be accepted as payment.
Item 5--
. If you plan to pay for your order by a withdrawal from a Community Savings
Bank deposit account, list the account number(s) and the amount of
withdrawal for each account.
. Your order will be returned if, on the date your order is received, the
accounts designated do not contain sufficient funds to complete your
purchase.
. There is no penalty for early withdrawals to use funds on deposit at
Community Savings Bank to pay for stock purchases.
. In order to use your Community Savings Bank IRA to order stock, you must
call the Stock Information Center before May , 1999 and complete all
required paperwork.
Item 6--
. Please check the appropriate box to tell us when you were a depositor of at
least $50.00 at Community Savings Bank.
. The preprinted account numbers correspond to the preprinted name and address
at the top of the order form.
. These may not be all of your qualifying accounts.
. You must make sure that every account you have ownership in or have had at
Community Savings Bank is listed.
. If you do not list all of your accounts, you may not receive all of the
shares you are eligible for.
Item 7--
. Please consult the Stock Ownership Guide below for help with these sections.
Item 8--
. The name and address for the stock registration should be the same as the
name and address in the preprinted section at the top of your Stock Order
Form.
Item 9--
. Please check the box if you are a member of the NASD or if this item
otherwise applies to you.
Item 10--
. Please check this box if any of your Associates (as defined on the back of
the Stock Order Form) or persons acting in concert with you have submitted
other orders for shares.
Item 11--
. Please sign and date the Stock Order Form where indicated and return it to
the address appearing on the front of this Stock Order Form.
. Review the Stock Order Form carefully, including the Acknowledgment, before
you sign.
. An additional signature is required only when payment is authorized from a
deposit account that requires multiple signatures to withdraw funds.
. If you have any remaining questions, or for assistance in completing your
Stock Order Form, please call the Stock Information Center at (336) 221-
1503.
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Stock Ownership Guide
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If you decide to subscribe for common stock, you will need to register your
common stock in one of the following ways. Please consult this guide when
completing items 7 and 8 of your Stock Order Form.
Individual
. Include the first name, middle initial and last name of the shareholder.
. Avoid the use of two initials.
. Omit titles such as "Mr." "Mrs." or "Dr."
Joint Tenants with Right of Survivorship
. Joint Tenant can be used to identify two or more owners.
. When stock is held by joint tenants, ownership passes automatically to the
surviving joint tenant (s) upon the death of any joint tenant.
. All parties must agree to the transfer or sale of shares held by joint
tenants.
. In order to subscribe as joint tenants, all tenants must appear together on
an eligible joint tenant account at Community Savings Bank.
Tenants in Common
. Tenants in common may be used to identify two or more owners.
. When stock is held by tenants in common, upon the death of one co-tenant,
ownership of the stock is held by the surviving co-tenant(s) and by the
heirs of the deceased co-tenant.
. All parties must agree to the transfer or sale of shares held by tenants in
common.
. In order to subscribe as tenants in common, all tenants must appear
together on an eligible tenants in common account at Community Savings
Bank.
Uniform Transfer to Minors
. Shares may be held in the name of a custodian for a minor under the Uniform
Transfer to Minors Acts of each state.
. There may be only one custodian and one minor designated on a stock
certificate.
. Example, shares held by John Doe as custodian for Susan Doe under the North
Carolina Uniform Transfer to Minors Act will be abbreviated: John Doe, CUST
Susan Doe UTMA, NC.
. Use the minor's social security number.
Fiduciaries
Information provided with respect to shares to be held in a fiduciary capacity
must contain the following:
. The name(s) of the fiduciary. If an individual, list the first name, middle
initial and last name. If a corporation, list the full corporate title. If
an individual and a corporation, list the corporation before the
individual.
. The fiduciary capacity, such as administrator, executor, trustee,
committee, etc.
. The date of the document governing the relationship.
. The name of the maker, donor or testator and the name of the beneficiary.
. An example of fiduciary ownership in the case of a trust is:
John Doe, Trustee Under Agreement Dated 10-1-87 for Susan Doe.
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