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 [ ]
FILED BY A PARTY OTHER THAN THE REGISTRANT [X]
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.
[X] DEFINITIVE ADDITIONAL MATERIALS.
[ ] SOLICITING MATERIAL PURSUANT TO SECTION 240.14A-11(c) OR SECTION 240.14A-12
FIRST AMERICAN CAPITAL CORPORATION
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(NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
FIRST AMERICAN COMMITTEE FOR PROTECTION OF SHAREHOLDER VALUE, ATTN:
MARK A. OLIVER, SPOKESPERSON, 400 EAST ANDERSON LANE, AUSTIN, TEXAS 78752,
(512)536-9785
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(NAME OF PERSON(s) FILING PROXY STATEMENT IF OTHER THAN THE REGISTRANT)
PAYMENT OF FILING FEE (CHECK THE APPROPRIATE BOX):
[X] NO FEE REQUIRED.
[ ] 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:
2) AGGREGATE NUMBER OF SECURITIES TO WHICH TRANSACTION APPLIES:
3) PER UNIT PRICE OR OTHER UNDERLYING VALUE OF TRANSACTION COMPUTED TO
EXCHANGE ACT RULE 0-11 (SET FORTH THE AMOUNT ON WHICH THE FEE IS
CALCULATED AND STATE HOW IT WAS DETERMINED):
4) Proposed maximum aggregate value of transaction:
5) Total fee paid:
[ ] 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.
1) Amount Previously Paid:
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2) Form, Schedule or Registration Statement No.:
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3) Filing Party:
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4) Date Filed:
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FOR IMMEDIATE RELEASE
CONTACT:
RICK D. MEYER, SPOKESPERSON
FIRST AMERICAN COMMITTEE FOR PROTECTION OF SHAREHOLDER VALUE
(785) 249-2322
FIRST AMERICAN SHAREHOLDER PROTECTION COMMITTEE
ANNOUNCES KANSAS INSURANCE COMMISSIONER OBJECTS TO PROXY VOTING BY COMMITTEE
TOPEKA, KANSAS - May 30, 2003 - The First American Committee for Protection of
Shareholder Value ("Committee") disclosed today that it received a letter from
the Kansas Insurance Department rejecting the Committee's request to vote
proxies the Committee had received relating to the election of an alternate
slate of directors of First American Capital Corporation at its annual meeting
of shareholders scheduled to be held on June 2. The Committee is reviewing its
legal options. As a result of the letter, unless a court rules otherwise or some
other agreement is reached, the Committee will not be voting the proxies it has
received in any manner. As the Committee has noted in its definitive proxy
material and its proxy card provided to First American shareholders, a condition
to the voting the white proxy card would be the approval or non-objection of the
Kansas Insurance Commissioner, which has not occurred. Persons who have executed
revocations of management's blue proxy card may wish to execute separate written
revocations of their proxies, since the white proxy cards of the Committee may
not be voted by the Committee at this time. A sample revocation of the First
American Capital Corporation's proxy card is attached. Revocations should be
delivered to First American Capital Corporation, Attention: Secretary, 1303 S.W.
First American Place, Topeka, Kansas 66004.
Safe Harbor Statement
Statements herein that are not historical are forward-looking statements,
including statements regarding the Shareholder Protection Committee's beliefs,
expectations, hopes or intentions regarding the future. It is important to note
that actual outcomes and actual results could differ materially from
forward-looking statements. The Shareholder Protection Committee assumes no
obligation to update any forward-looking statement.
Proxy Solicitation Disclosure
The Shareholder Protection Committee filed with the Securities and Exchange
Commission a definitive proxy statement relating to the solicitation of proxies
with respect to the First American 2003 Annual Meeting of Shareholders. The
Shareholder Protection Committee may file other proxy solicitation materials
with the Commission. Security holders are urged to read the proxy statement and
any other proxy solicitation materials (when they become available) because they
contain important information.
The Shareholder Protection Committee, its slate of directors to be elected at
the 2003 Annual Meeting of Shareholders and Citizens, Inc. may be deemed to be
participants in the solicitation of proxies with respect to electing the Board
of Directors of First American at the 2003 Annual Meeting of Shareholders.
Additional information concerning the beneficial ownership of these persons of
First American common stock is set forth in the definitive proxy statement filed
by the Shareholder Protection Committee with the Commission.
Proxy Statement Available
Shareholders may obtain a free copy of the definitive proxy statement and other
documents filed by the Shareholder Protection Committee with the Commission at
the Commission's website at http://www.sec.gov. In addition, you may obtain a
free copy of the definitive proxy statement by contacting Georgeson Shareholder
Communications toll-free at 1-800-732-6168.
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REVOCATION OF PROXY
FIRST AMERICAN CAPITAL CORPORATION
ANNUAL MEETING OF SHAREHOLDERS
JUNE 2, 2003
The undersigned hereby revokes any and all prior dated proxies appointing
Harland E. Priddle and Gary E. Yager, jointly and individually, as proxies to
vote all of the shares of Common Stock of First American Capital Corporation
which the undersigned would be entitled to vote if personally present at the
Annual Meeting of Shareholders to be held on June 2, 2003 or any adjournment or
postponement thereof.
Number of Shares: --------------------------------
Signature:
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Dated:
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Signature if held jointly:
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(Sign exactly using the name(s) in which the stock is
titled. When stock is registered jointly, all owners
must sign. When signing as attorney, executor,
administrator, trustee or guardian, give full title
as such. If a corporation, sign in full corporate
name by the President or other authorized officer. If
a partnership, sign in partnership name by an
authorized person.)
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