0001404306-11-000021.txt : 20110714 0001404306-11-000021.hdr.sgml : 20110714 20110714153656 ACCESSION NUMBER: 0001404306-11-000021 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110714 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110714 DATE AS OF CHANGE: 20110714 FILER: COMPANY DATA: COMPANY CONFORMED NAME: First Advantage Bancorp CENTRAL INDEX KEY: 0001404306 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 260401680 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33682 FILM NUMBER: 11967998 BUSINESS ADDRESS: STREET 1: 1430 MADISON STREET CITY: CLARKSVILLE STATE: TN ZIP: 37040 BUSINESS PHONE: 931-522-6176 MAIL ADDRESS: STREET 1: 1430 MADISON STREET CITY: CLARKSVILLE STATE: TN ZIP: 37040 8-K 1 charter8k071411.htm CHARTER 8-K charter8k071411.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 

FORM 8-K
CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  July 14, 2011

FIRST ADVANTAGE BANCORP
(Exact name of registrant as specified in its charter)

                                                                
 
    1-33682  26-0401680
 (State or other jurisdiction of  (Commission  (IRS Employer
 incorporation or organization)  File Number)  Identification No.)
 
                                               
1430 Madison Street, Clarksville, Tennessee                37040
      (Address of principal executive offices)                     (Zip Code)

Registrant’s telephone number, including area code:  (931) 522-6176

Not Applicable
(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


 
 

 

 
Item 8.01     Other Events.
 
    On July 14, 2011, First Advantage Bancorp (“the Company”), the holding company of First Federal Savings Bank (the “Bank”), announced that the Bank submitted an application to the Tennessee Department of Financial Institutions (“the Department”) to convert from a federally-chartered savings bank to a Tennessee-chartered commercial bank to be known as “First Advantage Bank.”  Concurrently, notice of intent to convert was filed with the Office of Thrift Supervision.  Also, the Company will file an application with the Federal Reserve Board to obtain approval to become a bank holding company.  Subject to regulatory approval, the Company expects the charter conversion to be completed in the fourth quarter of 2011.  Upon completion of the charter conversion, the Department will regulate the Bank and the Federal Deposit Insurance Corporation (“FDIC”) will become the Bank’s primary federal regulator.  No assurance can be given that such regulatory approvals will be obtained.  There will be no changes to the directors, officers or employees of the Bank as a result of the charter conversion.  The Bank’s FDIC insurance coverage, and rates and terms of loans and deposits, will not change as a result of the charter conversion.    For more information, reference is made to the Company’s press release dated July 14, 2011, a copy of which is attached to this report as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01  Financial Statements and Exhibits

(d)Exhibits

Number Description

99.1Press release dated July 14, 2011

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

          
 FIRST ADVANTAGE BANCORP
 

 
Dated:  July 14, 2011                                                    
 By: /s/ Earl O. Bradley, III   
             Earl O. Bradley, III
             Chief Executive Officer
 
 
 
  
EX-99.1 CHARTER 2 pressrelease071411.htm CHARTER PRESS RELEASE pressrelease071411.htm
First Federal Savings Bank
 
 
 
 NEWS RELEASE   For Immediate Release
 
 
 
 FIRST FEDERAL SAVINGS BANK SEEKS NEW STATE CHARTER,
 REVEALS PLANS FOR NEW NAME
 
 
Deep-Rooted Local Institution Will Be Renamed First Advantage Bank

CLARKSVILLE, Tenn. – July 14, 2011 - First Advantage Bancorp (“the Company”), [Nasdaq:  FABK] the holding company of  First Federal Savings Bank (the “Bank”), today announced that the Bank filed a notice of intent to convert from a federally-chartered savings bank to a Tennessee-chartered bank with the Office of Thrift Supervision (“OTS”), Tennessee Department of Financial Institutions and the Federal Deposit Insurance Corporation (“FDIC”).  Additionally, the Company will file an application with the Federal Reserve Board to become a bank holding company.
 
The Bank also announced that, upon regulatory approval, the name of the bank will change to First Advantage Bank later this year.  First Federal Savings Bank has operated as a federal thrift institution since its original charter was granted and began operations in 1954.
 
 “We’ve served Clarksville for nearly 60 years and have a rich heritage here. Looking ahead, we want to continue growing with our customers and take a leading role in the future of this community. Our new name First Advantage Bank is reflective of our new vision while continuing our tradition of offering exemplary customer service and a focus in bringing new and innovative products to our market area.  We very much look forward to unveiling a new look later this year. We are excited about this change and what it means for the next phase of future growth for our bank, our shareholders, our employees and our customers,” said Earl O. Bradley, III, Chief Executive Officer.
 
Bradley continued, “This is a positive change for our Bank in light of the Dodd-Frank Act which made certain changes that removed most of the benefits of operating under our savings bank charter.  We also believe that there are significant advantages to operating as a commercial bank and having a local, Tennessee-based regulator who understands and lives in our market area.  There will be no changes in our directors, officers or employees or in the Bank’s FDIC coverage.  Rates and terms of all loans and deposits will not change as a result of the charter conversion.  The charter change is a strategic move for the long-term benefit of our shareholders, customers and employees. The new name is just a representation of that vision.”
 
Regulatory approval is expected within 90 days, and the new name will not be implemented until sometime during the fourth quarter 2011.
 
First Federal Savings Bank carved a local niche in mortgage lending during its early years and has expanded to offer an array of financing, commercial lending, and personal banking products and services. The Bank’s network currently includes five full-service branch locations in Clarksville, Tennessee, as well as an office dedicated exclusively to mortgage lending.
 
Forward-Looking Statements
 
Statements in this news release regarding future events, performance or results are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (“PSLRA”) and are made pursuant to the safe harbors of the PSLRA.  These forward-looking statements are based on assumptions and may describe future plans, strategies, and expectations of First Advantage Bancorp.   Actual results could be materially different from those expressed or implied by the forward-looking statements.  The Company’s ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse effect on the operations of the Company and its subsidiary include, but are not limited to, changes in interest rates, national and regional economic conditions, legislative and regulatory changes, monetary and fiscal policies of the U.S. government, including policies of the U.S. Treasury and the Federal Reserve Board, the quality and composition of the loan or investment portfolios, demand for loan products, deposit flows, competition, demand for financial services in First Federal Savings Bank’s market area, changes in real estate market values in First Federal Savings Bank’s market area, changes in relevant accounting principles and guidelines and the inability of third party service providers to perform. Additional factors that could cause actual results to differ materially are disclosed in First Advantage Bancorp’s recent filings with the Securities and Exchange Commission, including but not limited to its Annual Report on Form 10-K for the year ended December 31, 2010, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.  These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. Except as required by applicable law or regulation, the Company does not undertake, and specifically disclaims any obligation, to release publicly the result of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of the statements or to reflect the occurrence of anticipated or unanticipated events.

About First Federal Savings Bank
 
Since 1954, First Federal Savings Bank, a wholly-owned subsidiary of First Advantage Bancorp, headquartered in Clarksville, Tennessee, has been dedicated to the economic well-being of the customers and communities it serves. With deep roots in commercial and mortgage lending, First Federal Savings Bank has for decades been the premier partner for businesses, individuals and families in the Clarksville community.

As an independent community bank with five full-service offices, First Federal Savings Bank has the strength and capacity to support both individuals and companies across the state with a broad range of financial products and services and unparalleled convenience.

For more information about First Federal Savings Bank, a wholly owned subsidiary of First Advantage Bancorp (Nasdaq: FABK), visit www.firstfederalsb.com.
 
 
 
 

 

 
 
 Investor Relations:   Earl O. Bradley, III    Bonita H. Spiegl
   Chief Executive Officer   Chief Financial Officer
   (931) 552-6176   (931) 552-6176
     
 Media Contacts:  Cindy Smith   Dave Chaney
   Chief Operations Officer   Lam-Andrews
   First Federal Savings Bank    (615) 297-7717, ext. 107
   (931) 920-1522    dchaney@lam-andrews.com
   cindy.smith@firstfederalsb.com