-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, J9mLw2BeEJIKcRvKFjfxxL38K/vNBhN6r8LmX+XYZD2PqEFjAijkoka95hLCwqRe LPu4CXWjoo5EX+oIzcsscw== 0000950168-97-000450.txt : 19970228 0000950168-97-000450.hdr.sgml : 19970228 ACCESSION NUMBER: 0000950168-97-000450 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970227 SROS: NONE GROUP MEMBERS: ELLA ANN L. HOLDING GROUP MEMBERS: FIRST CITIZENS BANCSHARES INC /DE/ GROUP MEMBERS: FIRST CITIZENS BANCSHARES, INC. GROUP MEMBERS: FRANK B. HOLDING GROUP MEMBERS: FRANK B. HOLDING, JR. GROUP MEMBERS: HOPE HOLDING CONNELL GROUP MEMBERS: LEWIS R. HOLDING GROUP MEMBERS: PETER M. BRISTOW SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FIRST SAVINGS FINANCIAL CORP CENTRAL INDEX KEY: 0000946347 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 560223244 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-50347 FILM NUMBER: 97545975 BUSINESS ADDRESS: STREET 1: 501 SOUTH MAIN ST STREET 2: PO BOX 1885 CITY: REIDVILLE STATE: NC ZIP: 27323 BUSINESS PHONE: 9103424251 MAIL ADDRESS: STREET 1: POST OFFICE BOX 1885 CITY: REIDSVILLE STATE: NC ZIP: 27323 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FIRST CITIZENS BANCSHARES INC /DE/ CENTRAL INDEX KEY: 0000798941 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 561528994 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 239 FAYETTEVILLE STREET MALL CITY: RALEIGH STATE: NC ZIP: 27601 BUSINESS PHONE: 9197557000 MAIL ADDRESS: STREET 1: PO BOX 27131 STREET 2: CTWO7 CITY: RALEIGH STATE: NC ZIP: 27611-7131 SC 13D/A 1 SCHEDULE 13D/A --------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION OMB APPROVAL WASHINGTON, D.C. 20549 --------------------------------- OMB Number: 3235-0145 Expires: October 31, 1997 Estimated average burden hours per response.........14.90 ---------------------------------- SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2 )* First Savings Financial Corp. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, No Par Value - -------------------------------------------------------------------------------- (Title of Class of Securities) 33620B106000 -------------------------------------------------------------------------- (CUSIP Number) David L. Ward, Jr. William R. Lathan, Jr. Ward and Smith, P.A. 1001 College Court New Bern, North Carolina 28562 (919) 633-1000 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 25, 1997 -------------------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box |_| . Check the following box if a fee is being paid with the statement |_| . (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) NOTE: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). This Amendment No. 2 to Schedule 13D amends and supplements the Schedule 13D filed by First Citizens BancShares, Inc. ("BancShares"), Lewis R. Holding, Frank B. Holding and others, with the Securities and Exchange Commission on February 1, 1996, and previously amended by an Amendment No. 1 filed on February 19, 1997 (as amended, the "Statement") by furnishing the additional information set forth below. Item 4. Purpose of Transaction. Item 4 of the Statement is hereby amended to include the following information: BancShares previously reported that, based on information received from the Issuer's financial advisor, Trident Financial Corporation ("Trident"), BancShares had submitted to Trident a proposal to acquire the Issuer. BancShares has been informed that on February 25, 1997, the Issuer's Board of Directors approved in principle BancShares' proposal. Under BancShares' proposal, the Issuer and its wholly owned savings bank subsidiary, First Savings Bank of Rockingham County, Inc., SSB, would be acquired by BancShares and each of the outstanding shares of the Issuer's Common Stock would be converted into the right to receive $10.75 in cash. Consummation of the proposed transaction is subject to (i) negotiation and execution of a definitive agreement, (ii) approval of that agreement by the Issuer's Board of Directors and shareholders and by BancShares' Board of Directors, (iii) receipt of all required regulatory approvals, and (iv) customary reviews by BancShares of the Issuer's assets, corporate records, financial statements and other such matters. Item 7. Material to be Filed as Exhibits. Exhibit A. Agreement among members of the Group with respect to filing of the Statement. 2 Signatures After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. FIRST CITIZENS BANCSHARES, INC. February 26, 1997 By: /s/James B. Hyler, Jr. ---------------------- James B. Hyler, Jr., Vice Chairman February 26, 1997 /s/Lewis R. Holding ---------------------- Lewis R. Holding February 26, 1997 /s/Frank B. Holding ---------------------- Frank B. Holding February 26, 1997 /s/Ella Ann L. Holding ---------------------- Ella Ann L. Holding February 26, 1997 /s/Frank B. Holding, Jr. ------------------------ Frank B. Holding, Jr., as Custodian U/NCUTMA for Frank B. Holding, III, Barbara Perry Holding and Lewis Royall Holding, II February 26, 1997 /s/Hope Holding Connell ---------------------- Hope Holding Connell, as Custodian U/NCUTMA for Hewlette Collier Connell and John Patrick Holding Connell February 26, 1997 /s/Peter M. Bristow ---------------------- Peter M. Bristow, as Custodian U/SCUGMA for Peter McDonald Bristow, Jr. EXHIBIT A Each of the undersigned agrees that the Amendment No. 2 to Schedule 13D dated February 25, 1997 is being filed on their behalf with the Securities and Exchange Commission. FIRST CITIZENS BANCSHARES, INC. February 26, 1997 By: /s/James B. Hyler, Jr. ---------------------- James B. Hyler, Jr., Vice Chairman February 26, 1997 /s/Lewis R. Holding ---------------------- Lewis R. Holding February 26, 1997 /s/Frank B. Holding ---------------------- Frank B. Holding February 26, 1997 /s/Ella Ann L. Holding ---------------------- Ella Ann L. Holding February 26, 1997 /s/Frank B. Holding, Jr. ------------------------ Frank B. Holding, Jr., as Custodian U/NCUTMA for Frank B. Holding, III, Barbara Perry Holding and Lewis Royall Holding, II February 26, 1997 /s/Hope Holding Connell ---------------------- Hope Holding Connell, as Custodian U/NCUTMA for Hewlette Collier Connell and John Patrick Holding Connell February 26, 1997 /s/Peter M. Bristow ---------------------- Peter M. Bristow, as Custodian U/SCUGMA for Peter McDonald Bristow, Jr. -----END PRIVACY-ENHANCED MESSAGE-----