Franklin Financial Corporation MHC Announces Approval of Plan of Conversion and Reorganization by MHC Members and Provides Update on Stock Offering

RICHMOND, Va., March 30, 2011 /PRNewswire/ -- Franklin Financial Corporation MHC ("Franklin MHC" or the "Company") announced that the Company's Plan of Conversion and Reorganization was approved by the members of Franklin MHC at a meeting held earlier today.  

The Company also provided an update on the stock offering of Franklin Financial Corporation ("Franklin Financial"), the proposed new holding company for Franklin Federal Savings Bank, being conducted in connection with the conversion.  The Company reported that the subscription and community offerings expired on Monday, March 28, 2011.  However, in preparing its interest rate risk sensitivity analysis for the quarter ended December 31, 2010, the Company discovered that the analysis prepared for the quarter ended September 30, 2010 and contained in the Prospectus for the stock offering was incorrect due to a formatting error in data provided to the third-party vendor that performs the analysis for the Company.  As a result, Franklin Financial has decided to extend the offering for all persons who subscribed for shares in the offering to give such persons an opportunity to review the revised data before making their final investment decision.  

"We have been very pleased with the support of our members in approving the plan of conversion and in subscribing for shares in our offering," stated Richard T. Wheeler, Jr., President and Chief Executive Officer of Franklin Financial.  "The error in the Prospectus was the result of an error in the formatting of certain data supplied to a third-party vendor that performs this analysis for us quarterly.  The error affected only the interest rate sensitivity table, and there was no effect on the Company's financial statements," Mr. Wheeler said.   "While we are disappointed to have to delay the completion of our transaction, we believe that providing correct information to our future shareholders is our primary responsibility."  

Franklin Financial will mail a Prospectus Supplement containing corrected information and a Supplemental Order Form to all persons who subscribed for shares in the offering.  Subscribers wishing to maintain their order must confirm their order by completing and returning the Supplemental Order Form to Franklin Financial.  Subscribers may also change or cancel their order by following the instructions on the Supplemental Order Form.  All Supplemental Order Forms must be received by Franklin Financial no later than 4:00 p.m., Eastern Time, on Friday, April 15, 2011.  Any orders that are not properly confirmed by that time will be cancelled and subscribers will have their subscription funds promptly returned.

Franklin Financial is the proposed holding company for Franklin Federal Savings Bank, a federal savings bank headquartered in Glen Allen, Virginia.  Franklin Federal Savings Bank operates a total of eight full-service banking offices in the Greater Richmond area of central Virginia.

This press release contains certain forward-looking statements about the conversion and offering.  Forward-looking statements include statements regarding anticipated future events and can be identified by the fact that they do not relate strictly to historical or current facts.  They often include words such as "believe," "expect," "anticipate," "estimate," and "intend" or future or conditional verbs such as "will," "would," "should," "could," or "may."  Forward-looking statements, by their nature, are subject to risks and uncertainties.  Certain factors that could cause actual results to differ materially from expected results include delays in consummation of the conversion and offering, difficulties in selling the common stock or in selling the common stock within the expected time frame, increased competitive pressures, changes in the interest rate environment, general economic conditions or conditions within the securities markets, and legislative and regulatory changes that could adversely affect the business in which Franklin Financial Corporation and Franklin Federal Savings Bank are engaged.

A registration statement relating to the conversion and these securities has been filed with the United States Securities and Exchange Commission. This press release is neither an offer to sell nor a solicitation of an offer to buy common stock. The offer will be made only by means of the written prospectus forming part of the registration statement.

The shares of common stock of Franklin Financial Corporation are not savings accounts or savings deposits, may lose value and are not insured by the Federal Deposit Insurance Corporation or any other government agency.

SOURCE Franklin Financial Corporation MHC