EX-1.1
from S-1
15 pages
We Understand That Pioneer Savings Bank (The “Bank”) Has Determined to Adopt a Plan of Reorganization and Stock Issuance (The “Plan”) Pursuant to Which the Bank Will Be Reorganized Into Mutual Holding Company Form (The “Reorganization”) and Certain Shares of the Common Stock (The “Common Stock”) of a Newly Organized Mid-Tier Stock Holding Company (The “Holding Company”) Will Be Offered and Sold to the Bank’s Eligible Depositors and Certain Tax-Qualified Employee Benefit Plans in a Subscription Offering And, to the Extent Shares Remain Available, to Members of the Bank’s Community in a Community Offering And, Under Certain Circumstances, to the General Public in a Syndicated Community Offering (Collectively, the “Offering”). the Holding Company and the Bank Are Sometimes Collectively Referred to Herein as the “Company.” Sandler O’neill & Partners, L.P. (“Sandler O’neill”) Is Pleased to Act as Records Management Agent (“Records Management Agent”) for the Bank in Connection With the Vote of the Bank’s Depositors on the Plan and the Offer and Sale of Shares of the Common Stock in the Offering. This Letter Is to Confirm the Terms and Conditions of Our Engagement. Services and Fees in Our Role as Records Management Agent, We Anticipate That Our Services Will Include the Services Outlined Below, Each as May Be Necessary and as the Company May Reasonably Request: I. Consolidation of Deposit Accounts for Voting and Offering II. Coordinate Vote Solicitation and Special Meeting Services III. Design and Preparation of Stock Order Forms for the Offering IV. Organization and Supervision of the Stock Information Center V. Subscription Services
12/34/56
