Page 9 of 23 – SEC Filing
| CUSIP No. 743868101 | SCHEDULE 13D | Page 9 of 23 |
Montgomery
Financial Corporation (“Montgomery”) – We filed our original Schedule 13D to report our position on February 23,
2001. On April 20, 2001, we met with Montgomery’s management and suggested that they maximize shareholder value by selling
the institution. We also informed management that we would run an alternate slate of directors at the 2001 annual meeting unless
Montgomery was sold. Eleven days after we filed our Schedule 13D, however, Montgomery’s board amended its bylaws to limit
the pool of potential nominees to local persons with a banking relation and to shorten the deadline to nominate an alternate slate.
We located qualified nominees under the restrictive bylaw provisions and noticed our slate within the deadline. On June 5, 2001,
Montgomery announced that it had hired an investment banker to explore a sale. On July 24, 2001, Montgomery announced its merger
with Union Community Bancorp.
Community
Bancshares, Inc. (“COMB”) – We filed our original Schedule 13D reporting our position on March 29, 2004. We disclosed
that we intended to meet with COMB’s management and evaluate management’s progress in resolving its regulatory issues,
lawsuits, problem loans, and non-performing assets, and that we would likely support management if it effectively addressed COMB’s
challenges. On November 21, 2005, we amended our Schedule 13D and stated that although we believed that COMB’s management
had made progress, COMB’s return on equity would likely remain below average for the foreseeable future, and it should therefore
be sold. We also stated that if COMB did not announce a sale before our deadline to solicit proxies for the next annual meeting,
we would solicit proxies to elect our own slate. On January 6, 2006, we disclosed the names of our three board nominees. On May
1, 2006, COMB announced its sale to The Banc Corporation.
FedFirst
Financial Corporation (“FFCO”) – We filed our original Schedule 13D reporting our position on September 24, 2010.
After several meetings with management, FFCO completed a meaningful number of share repurchases, and on April 14, 2014, FFCO announced
its sale to CB Financial Services, Inc.
SP Bancorp,
Inc. (“SPBC”) – We filed our original Schedule 13D reporting our position on February 28, 2011. On August 9, 2013,
we met with management and the chairman to assess the best way to maximize shareholder value. SPBC completed a meaningful number
of share repurchases, and on May 5, 2014, SPBC announced its sale to Green Bancorp Inc.
TF Financial
Corporation (“THRD”) – We filed our original Schedule 13D reporting our position on November 29, 2012. We met with
the CEO and the chairman, encouraging them to focus only on accretive acquisitions and to repurchase shares up to book value. They
subsequently did both. On June 4, 2014, THRD announced its sale to National Penn Bancshares, Inc.
Jefferson
Bancshares, Inc. (“JFBI”) – We filed our original Schedule 13D reporting our position on April 8, 2013. Our shareholder
proposal requesting the board seek outside assistance to maximize shareholder value through actions such as a sale or merger was
defeated at JFBI’s 2013 annual meeting. We met with management and the board of directors and told them that we would seek
board representation at JFBI’s 2014 annual meeting if JFBI did not announce its sale. JFBI announced its sale on January
23, 2014.
Fairmount
Bancorp, Inc. (“FMTB”) – We filed our original Schedule 13D reporting our position on September 21, 2012. On February
25, 2014, we reported our intention to seek board representation at FMTB’s 2015 annual meeting if FMTB did not announce its
sale. However, due to the appointment of our representative to another board in the local area, we were unable to nominate our
representative at the 2015 election of FMTB directors. We reiterated our intent to seek board representation at the earliest possible
time if FMTB was not sold. FMTB’s sale was announced on April 16, 2015.
