__________, 2004
Dear Prospective Investor:
We are pleased to announce that K-Fed Bancorp, the holding company for Kaiser
Federal Bank, is offering shares of its common stock in a subscription offering
pursuant to a Plan of Stock Issuance.
We have enclosed the following materials that will help you learn more about the
merits of K-Fed Bancorp common stock as an investment. Please read and review
the materials carefully.
PROSPECTUS: This document provides detailed information about Kaiser
Federal Bank's operations and the proposed offering of K-Fed Bancorp common
stock
STOCK ORDER AND CERTIFICATION FORM: This form is used to purchase stock by
returning it with your payment in the enclosed business reply envelope. The
deadline for ordering stock is 12:00 Noon, Pacific Standard Time, on
________, 2004.
We invite you and certain depositors to become stockholders of K-Fed Bancorp.
Through this offering, you have the opportunity to buy stock directly from K-Fed
Bancorp without a commission or a fee.
If you have additional questions regarding the stock issuance, please call us at
(___) ___-____, Monday through Friday, 8:30 a.m. to 4:00 p.m., or stop by our
Stock Information Center located at 1359 North Grand Avenue in Covina,
California.
Sincerely,
K. M. Hoveland
President and Chief Executive Officer
THE SHARES OF COMMON STOCK BEING OFFERED ARE NOT DEPOSITS OR ACCOUNTS AND ARE
NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER
GOVERNMENTAL 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.
[LOGO] KEEFE, BRUYETTE & WOODS, INC.
_________, 2004
TO DEPOSITORS AND FRIENDS
OF KAISER FEDERAL BANK
- --------------------------------------------------------------------------------
Keefe, Bruyette & Woods, Inc., a member of the National Association of
Securities Dealers, Inc., is assisting K-Fed Bancorp, the holding company for
Kaiser Federal Bank, in offering shares of its common stock in a subscription
offering pursuant to a Plan of Stock Issuance.
At the request of K-Fed Bancorp, we are enclosing materials explaining this
process and your options, including an opportunity to invest in the shares of
K-Fed Bancorp common stock being offered to customers of Kaiser Federal Bank and
various other persons until 12:00 Noon, Pacific Standard Time, on _________ ,
2004. Please read the enclosed offering materials carefully, including the
prospectus, for a description of the stock offering. K-Fed Bancorp has asked us
to forward these documents to you in view of certain requirements of the
securities laws in your state.
If you have any questions, please visit our Stock Information Center located at
1359 North Grand Avenue in Covina, California, Monday through Friday, 8:30 a.m.
to 4:00 p.m., or feel free to call the Stock Information Center at (___)
___-____.
Very truly yours,
Keefe, Bruyette & Woods, Inc.
THE SHARES OF COMMON STOCK BEING OFFERED ARE NOT DEPOSITS OR ACCOUNTS AND ARE
NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER
GOVERNMENTAL 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.
_________, 2004
Dear Depositor:
We are pleased to announce that K-Fed Bancorp, the holding company for Kaiser
Federal Bank, is offering shares of its common stock in a subscription offering
pursuant to a Plan of Stock Issuance.
Unfortunately, K-Fed Bancorp is unable to either offer or sell its common stock
to you because the small number of eligible subscribers in your jurisdiction
makes registration or qualification of the common stock under the securities
laws of your jurisdiction impractical, for reasons of cost or otherwise.
Accordingly, this letter should not be considered an offer to sell or a
solicitation of an offer to buy the common stock of K-Fed Bancorp.
Sincerely,
K. M. Hoveland
President and Chief Executive Officer
THE SHARES OF COMMON STOCK BEING OFFERED ARE NOT DEPOSITS OR ACCOUNTS AND ARE
NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER
GOVERNMENTAL 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.
________, 2004
Dear Friend:
We are pleased to announce that K-Fed Bancorp, the holding company for Kaiser
Federal Bank, is offering shares of its common stock in a subscription offering
pursuant to a Plan of Stock Issuance.
Because we believe you may be interested in learning more about the merits of
K-Fed Bancorp common stock as an investment, we are sending you the following
materials which describe the offering:
PROSPECTUS: This document provides detailed information about Kaiser
Federal Bank's operations and the proposed offering of K-Fed Bancorp common
stock.
STOCK ORDER AND CERTIFICATION FORM: This form is used to purchase stock by
returning it with your payment in the enclosed business reply envelope. The
deadline for ordering stock is 12:00 Noon, Pacific Standard Time, on
_________, 2004.
As a friend of Kaiser Federal Bank, you will have the opportunity to buy common
stock directly from K-Fed Bancorp in the offering without paying a commission or
fee. If you have additional questions regarding the stock issuance, please call
us at (___) ___-____, Monday through Friday from 8:30 a.m. to 4:00 p.m., or stop
by the Stock Information Center located at 1359 North Grand Avenue in Covina,
California.
We are pleased to offer you this opportunity to become a stockholder of K-Fed
Bancorp.
Sincerely,
K. M. Hoveland
President and Chief Executive Officer
THE SHARES OF COMMON STOCK BEING OFFERED ARE NOT DEPOSITS OR ACCOUNTS AND ARE
NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER
GOVERNMENTAL 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.
INITIAL K-FED BANCORP WEBSITE MESSAGE TO COMMENCE ______ __, 2004
PLAN OF STOCK ISSUANCE INFORMATION
K-Fed Bancorp, the holding company for Kaiser Federal Bank is pleased to
announce that materials were mailed on _____ __, 2003 regarding its Plan of
Stock Issuance. If you were a depositor as of October 1, 2001 or December 31,
2004, you should be receiving a packet of materials soon. We encourage you to
read the information carefully.
Information, including a prospectus, regarding K-Fed Bancorp's stock offering is
also enclosed. The Subscription Offering has commenced and continues until 12:00
noon on, ____ __, 2004, at which time all orders must be received if you want to
subscribe for stock.
Depending upon the outcome of the Subscription Offering on ______ __, our best
estimate at this time for trading of the K-Fed Bancorp stock (NASDAQ National
Market - "KFED") is _________. As described in the prospectus, it could trade
later than anticipated. Upon completion of the stock offering, we will update
this website with the results of the offering as well as any share allocation
information if applicable.
If you have questions regarding the offering, please call our Stock Information
Center at (877) 848-4663.
END OF OFFERING K-FED BANCORP WEBSITE MESSAGE
PLAN OF STOCK ISSUANCE INFORMATION
The K-Fed Bancorp stock offering closed on _______, 2004. The results of
the offering are as follows: __________________________________________.
Interest and refund [if applicable] checks will be mailed out on
________________ by regular mail. No special mailing instructions will be
accepted.
Allocations will be made available beginning at ______ on ________________ and
subscribers will need their order number and the last 4 digits of their social
security number or Tax ID to look up the number of shares that they will be
receiving. [If applicable]
Notice to Subscribers not receiving all shares: Please be aware that while we
believe this to be a final allocation, we reserve the right to amend this amount
up to the time of trading and recommend you verify such on your certificate
prior to trading your shares.
[if applicable]
The transfer agent for K-Fed Bancorp will be Registrar and Transfer Company,
Cranford, New Jersey, and the phone number for their Investor Relations
Department is 1-800-368-5948.
We anticipate trading to begin on ____________, 2004 on the NASDAQ National
Market under the symbol "KFED."
K-FED BANCORP STOCK ALLOCATION [IF APPLICABLE]
----------------------
Last 4 digits of your
Social Security 9999 (i.e. 9999)
Tax ID Number:
----------------------
----------------------
(Found on your
Order Number: 1234 receipt of order)
----------------------
The information you are entering on this page is only used for verification
of a valid order.
K-FED BANCORP STOCK ALLOCATION [IF APPLICABLE]
ORDER #1234
You ordered 12500 shares
You will receive 12500 shares
Lookup another order
--------------------
FACTS ABOUT STOCK WILL KAISER FEDERAL BANK'S DEPOSITORS BE HOW DO I ORDER THE COMMON STOCK?
ISSUANCE REQUIRED TO PURCHASE STOCK IN THE STOCK -----------------------------------------
ISSUANCE? You must complete the enclosed Stock
----------------------------------------- Order and Certification Form.
The Board of Directors of K-Fed Bancorp, No depositor or other person is required Instructions for completing your Stock
the holding company for Kaiser Federal to purchase stock. However, depositors Order and Certification Form are
Bank, unanimously adopted a Plan of Stock and other eligible persons will be contained in this packet. Your order must
Issuance to issue stock to certain Kaiser provided the opportunity to purchase be received by 12:00 Noon, Pacific
Federal Bank depositors. stock consistent with the established Standard Time, on _________, 2004.
priority of subscription rights, should
This brochure answers some of the most they so desire. The decision to purchase HOW MAY I PAY FOR MY COMMON STOCK?
frequently asked questions about the stock will be exclusively that of each -----------------------------------------
stock issuance and about your opportunity person. Whether an individual decides to First, you may pay for common stock by
to invest in the common stock of K-Fed purchase stock or not will have no impact check, money order or cash. Interest will
Bancorp. on his or her standing as a customer of be paid by Kaiser Federal Bank on these
Kaiser Federal Bank. The stock issuance funds at the regular savings rate from
Investment in the common stock of K-Fed will allow depositors of Kaiser Federal the day the funds are received until the
Bancorp involves certain risks. For a Bank an opportunity to buy common stock completion or termination of the stock
discussion of these risks and other and become stockholders of K-Fed Bancorp. issuance. Second, you may authorize us to
factors, including a complete description withdraw funds from your deposit account
of the offering, PROSPECTIVE INVESTORS WHO IS ELIGIBLE TO PURCHASE COMMON SHARES or certificate of deposit at Kaiser
ARE URGED TO READ THE ACCOMPANYING IN THE SUBSCRIPTION OFFERING? Federal Bank for the amount of funds
PROSPECTUS, especially the discussion ----------------------------------------- you specify for payment. You will not
under the heading "Risk Factors." Certain past and present depositors of have access to these funds from the day we
Kaiser Federal Bank are eligible to receive your order until completion or
WHAT EFFECT WILL THE STOCK ISSUANCE HAVE purchase common stock in the subscription termination of the stock issuance. THERE
ON EXISTING DEPOSIT AND LOAN ACCOUNTS AND offering. IS NO PENALTY FOR WITHDRAWAL FROM A
CUSTOMER RELATIONSHIPS? CERTIFICATE OF DEPOSIT.
- ----------------------------------------- HOW MANY COMMON SHARES ARE BEING OFFERED
AND AT WHAT PRICE? CAN I PURCHASE STOCK USING FUNDS IN MY
The stock issuance will have no effect on ----------------------------------------- KAISER FEDERAL BANK IRA ACCOUNT?
existing deposit or loan accounts and K-Fed Bancorp is offering up to 4,562,625 -----------------------------------------
customer relationships. Deposits will shares of common stock, subject to Federal regulations do not permit the
continue to be federally insured by the adjustment as described in the purchase of common stock in connection
Federal Deposit Insurance Corporation to prospectus, at a price of $10.00 per with the conversion from your existing
the maximum legal limit. Interest rates share through the prospectus. Kaiser Federal Bank IRA account. Please
and existing terms and conditions on call our Stock Information Center at for
deposit accounts will remain the same HOW MANY SHARES MAY I BUY? additional information at your earliest
upon completion of the stock issuance. ----------------------------------------- convenience if you would like to utilize
Contractual obligations of borrowers of The minimum order is 25 shares. The IRA funds.
Kaiser Federal Bank will not change and maximum individual purchase is 15,000
there will be no change in the amount, shares. No person, together with WILL DIVIDENDS BE PAID ON THE COMMON
interest rate, maturity, security or any associates of, and persons acting in STOCK?
other condition relating to the concert with that person, may purchase -----------------------------------------
respective loans of customers. more than 5% of the shares offered, as The Board of Directors of K-Fed Bancorp
further discussed in the prospectus. anticipates paying a cash dividend in
the future.
WILL THE COMMON STOCK BE INSURED?
-----------------------------------------
No. Like any other common stock, K-Fed
Bancorp's common stock will not be
insured.
However, the timing and amount of such -----------------------------------------
dividends is currently undetermined.
QUESTIONS
HOW WILL THE COMMON STOCK BE TRADED? FOR ADDITIONAL INFORMATION, YOU MAY
- ----------------------------------------- VISIT OR CALL OUR STOCK INFORMATION AND
K-Fed Bancorp's stock is expected to CENTER MONDAY THROUGH FRIDAY, 8:30 A.M.
trade on the NASDAQ National Market under TO 4:00 P.M. LOCATED IN KAISER FEDERAL ANSWERS
the ticker symbol "KFED." However, no BANK'S OFFICE AT 1359 NORTH GRAND AVENUE,
assurance can be given that an active and COVINA, CALIFORNIA. -----------------------------------------
liquid market will develop.
STOCK INFORMATION CENTER INSERT LOGO
ARE EXECUTIVE OFFICERS AND DIRECTORS OF
KAISER FEDERAL BANK PLANNING TO PURCHASE (___)___-____
STOCK? HOLDING COMPANY FOR
- -----------------------------------------
Yes! The executive officers and directors Kaiser Federal Bank KAISER FEDERAL BANK
of Kaiser Federal Bank plan to purchase, 1359 North Grand Avenue
in the aggregate, $2,550,000 worth of Covina, California 91724
stock or approximately 6.43% of the
common stock offered at the maximum of
the offering range.
MUST I PAY A COMMISSION?
- ----------------------------------------- THE SHARES OF COMMON STOCK BEING OFFERED
No. You will not be charged a commission ARE NOT DEPOSITS OR ACCOUNTS AND ARE NOT
or fee on the purchase of common stock INSURED OR GUARANTEED BY THE FEDERAL
in the subscription offering. DEPOSIT INSURANCE CORPORATION OR ANY
OTHER GOVERNMENTAL AGENCY.
HOW WILL I KNOW THE OUTCOME OF THE
OFFERING? THIS IS NOT AN OFFER TO SELL OR A
- ----------------------------------------- SOLICITATION OF AN OFFER TO BUY COMMON
Upon completion of the Subscription STOCK. THE OFFER IS MADE ONLY BY THE
Offering on __________, 2004, Kaiser PROSPECTUS.
Federal's website will provide as
accurate an estimate as possible of when
the offering will trade on the NASDAQ
National Market. Kaiser Federal's website
address is http://www.kaiserfederal.com.
Should the offering be oversubscribed,
meaning that more requests for shares
than available were submitted, we will
advise subscribers of their final number
of shares received on the website. To
retrieve this information you will need
your order number from your Receipt of
Order and the last 4 digits of your
Social Security or Tax ID number. Phone
inquiries will be accepted, but may be
delayed due to the volume of calls.