FedFirst Financial Corporation (Nasdaq: FFCO), holding company for First Federal Savings Bank, announced today that new FedFirst Financial Corporation has received orders to purchase common stock sufficient to complete the offering being conducted in connection with the second-step conversion of First Federal Savings Bank. The conversion and offering are expected to be completed on September 21, 2010. The closing of the transaction is subject to the satisfaction of customary closing conditions.
As a result of the conversion and offering, FedFirst Financial Mutual Holding Company and FedFirst Financial will cease to exist and new FedFirst Financial, the state chartered corporation formed to facilitate the conversion, will become the parent holding company of First Federal Savings Bank and will be wholly owned by public stockholders.
A total of 1,722,185 shares of common stock will be sold in the subscription, community and syndicated community offerings at $10.00 per share for gross proceeds of $17.2 million. All orders properly submitted in the subscription and community offerings will be filled in whole. Concurrent with the completion of the offering, shares of FedFirst Financial common stock will be exchanged for shares of new FedFirst Financial common stock. As a result, each existing share of FedFirst Financial will be converted into the right to receive 0.4735 of a share of new FedFirst Financial common stock. The exchange ratio ensures that, after the conversion and offering, the public shareholders will maintain approximately the same ownership interest in new FedFirst Financial as they owned in the original FedFirst Financial. Cash will be issued in lieu of fractional shares based on the offering price of $10.00. Upon completion of the conversion, the total shares outstanding after the stock offering and the exchange will be approximately 2,992,897 shares.
Stifel, Nicolaus & Company, Incorporated managed the subscription and community offerings and acted as sole book-running manager for the syndicated community offering. Kilpatrick Stockton LLP acted as legal counsel to FedFirst Financial.