LSFG / Lifestore Financial Group, Inc. - Documents déposés auprès de la SEC, rapport annuel, procuration

AF FINANCIAL GROUP ANNOUNCES COMPLETION OF ITS ODD-LOT TENDER OFFER

EXHIBIT 99(a) FOR IMMEDIATE RELEASE AF FINANCIAL GROUP ANNOUNCES COMPLETION OF ITS ODD-LOT TENDER OFFER West Jefferson, North Carolina - (February 22, 2008) - AF Financial Company (OTCBB: ASFE) today announced that its tender offer for the purchase of all shares of its common stock held by persons owning 99 or fewer shares as of the close on December 13, 2007 expired at 5:00 p.

SCHEDULE 13E-3 (Rule 13e-100) Transaction Statement Under Section 13(e) of the Securities Exchange Act of 1934 and Rule 13e-3 Thereunder SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Rule 13e-3 Transaction Statement under Section 13(e) of t

SCHEDULE 13E-3 (Rule 13e-100) Transaction Statement Under Section 13(e) of the Securities Exchange Act of 1934 and Rule 13e-3 Thereunder SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Rule 13e-3 Transaction Statement under Section 13(e) of the Securities Exchange Act of 1934 Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

Form 15 OMB APPROVAL OMB Number: 3235-0167 Expires: February 29, 2008 Estimated average burden hours per response 1.

AF FINANCIAL GROUP ANNOUNCES COMPLETION OF ITS ODD-LOT TENDER OFFER

Exhibit 16(a)(viii) Exhibit 16(a)(1)(viii) FOR IMMEDIATE RELEASE AF FINANCIAL GROUP ANNOUNCES COMPLETION OF ITS ODD-LOT TENDER OFFER West Jefferson, North Carolina (February 22, 2008) OTCBB AF Financial Company (OTCBB: ASFE) today announced that its tender offer for the purchase of all shares of its common stock held by persons owning 99 or fewer shares as of the close on December 13, 2007 expired at 5:00 p.

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): February 22, 2008 AF Financial Group (Exact name of registrant as specified in its charter) Federally Chartered 0-24479 56-2098545 (State or other jurisdiction of incorporation) (Comm

AF FINANCIAL EXTENDS ODD-LOT TENDER OFFER

EXHIBIT 99(a) FOR IMMEDIATE RELEASE AF FINANCIAL EXTENDS ODD-LOT TENDER OFFER West Jefferson, North Carolina – (February 15, 2008) – AF Financial Group today announced that the expiration date of its tender offer for the purchase of all shares of its common stock held by persons owning 99 or fewer shares as of the close on December 13, 2007 has been extended to 5:00 p.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): February 15, 2008 AF Financial Gr

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): February 15, 2008 AF Financial Group (Exact name of registrant as specified in its charter) Federally Chartered 0-24479 56-2098545 (State or other jurisdiction of incorporati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2007 Commission File No: 0-24479 AF Financial Group (Exact name of small business issuer as specified in its charter) Federally Chartered 56-2098545 (State or other jurisdic

AF FINANCIAL GROUP Offer to Purchase for Cash All Shares of its Common Stock, No Par Value, Held by Holders of 99 or Fewer Shares THIS OFFER WILL EXPIRE AT 5:00 P.M., EASTERN STANDARD TIME, ON FEBRUARY 15, 2008, UNLESS EXTENDED OR EARLIER TERMINATED.

EX-16.A1IV 5 dex16a1iv.htm FORM OF LETTER TO CLIENTS Exhibit 16(a)(1)(iv) AF FINANCIAL GROUP Offer to Purchase for Cash All Shares of its Common Stock, No Par Value, Held by Holders of 99 or Fewer Shares THIS OFFER WILL EXPIRE AT 5:00 P.M., EASTERN STANDARD TIME, ON FEBRUARY 15, 2008, UNLESS EXTENDED OR EARLIER TERMINATED. JANUARY 16, 2008 To Our Clients: Enclosed for your consideration is an Offe

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13E-3A (Rule 13e-100) Transaction Statement Under Section 13(e) of the Securities Exchange Act of 1934 and Rule 13e-3 Thereunder Rule 13e-3 Transaction Statement under Section 13(e) of

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13E-3A (Rule 13e-100) Transaction Statement Under Section 13(e) of the Securities Exchange Act of 1934 and Rule 13e-3 Thereunder Rule 13e-3 Transaction Statement under Section 13(e) of the Securities Exchange Act of 1934 AF FINANCIAL GROUP (Name of Issuer) AF FINANCIAL GROUP (Names of Persons Filing Statement) Common Stock (Title of Class of Securities) 001046101 (CUSIP Number of Class of Securities) Robert E.

AF FINANCIAL GROUP Offer to Purchase for Cash Shares of its Common Stock, No Par Value, Held by Holders of 99 or Fewer Shares THIS OFFER WILL EXPIRE AT 5:00 P.M. EASTERN STANDARD TIME ON FEBRUARY 15, 2008, UNLESS EXTENDED OR EARLIER TERMINATED. WE UR

EX-16.A1III 4 dex16a1iii.htm FORM OF LETTER TO BROKERS Exhibit 16(a)(1)(iii) AF FINANCIAL GROUP Offer to Purchase for Cash Shares of its Common Stock, No Par Value, Held by Holders of 99 or Fewer Shares THIS OFFER WILL EXPIRE AT 5:00 P.M. EASTERN STANDARD TIME ON FEBRUARY 15, 2008, UNLESS EXTENDED OR EARLIER TERMINATED. WE URGE YOU TO CONTACT YOUR CLIENTS AS PROMPTLY AS POSSIBLE. THE OFFER TO PURC

January 16, 2008

EX-16.A1VII 8 dex16a1vii.htm LETTER TO SHAREHOLDERS Exhibit 16(a)(1)(vii) January 16, 2008 Dear Shareholder: AF Financial Group (“AF Financial”) has announced that it is offering to purchase all of the common stock held by persons owning 99 or fewer shares as of the close of business on December 13, 2007. Shareholders who owned more than 99 shares as of this record date are not eligible to partici

LETTER OF TRANSMITTAL TO TENDER SHARES OF COMMON STOCK OF AF FINANCIAL GROUP Pursuant to the Offer to Purchase dated January 16, 2008 THE OFFER WILL EXPIRE AT 5:00 P.M., EASTERN TIME, ON FEBRUARY 15, UNLESS EXTENDED The Depositary for the Offer is: A

Exhibit 16(a)(1)(ii) LETTER OF TRANSMITTAL TO TENDER SHARES OF COMMON STOCK OF AF FINANCIAL GROUP Pursuant to the Offer to Purchase dated January 16, 2008 THE OFFER WILL EXPIRE AT 5:00 P.

OFFER TO PURCHASE FOR CASH OF ALL SHARES OF ITS COMMON STOCK HELD BY HOLDERS OF 99 OR FEWER SHARES FOR A PURCHASE PRICE OF $20.00 NET PER SHARE This Offer to Purchase will expire at 5:00 p.m. Eastern Standard Time on February 15, 2008, unless the Off

Exhibit 16(a)(1)(i) OFFER TO PURCHASE FOR CASH OF ALL SHARES OF ITS COMMON STOCK HELD BY HOLDERS OF 99 OR FEWER SHARES FOR A PURCHASE PRICE OF $20.

INSTRUCTION FORM FOR SHARES HELD BY BROKERS, DEALERS, COMMERCIAL BANKS, TRUST COMPANIES AND OTHER NOMINEES. INSTRUCTIONS FOR TENDER OF SHARES OF COMMON STOCK OF AF FINANCIAL GROUP

INSTRUCTION FORM FOR SHARES Exhibit 16(a)(1)(v) INSTRUCTION FORM FOR SHARES HELD BY BROKERS, DEALERS, COMMERCIAL BANKS, TRUST COMPANIES AND OTHER NOMINEES.

NOT VALID UNLESS SIGNED BY AN ELIGIBLE INSTITUTION. NOTICE OF GUARANTEED DELIVERY OF SHARES OF COMMON STOCK OF AF FINANCIAL GROUP Pursuant to the Offer to Purchase Dated January 16, 2008

EX-16.A1VI 7 dex16a1vi.htm NOTICE OF GUARANTEED DELIVERY Exhibit16(a)(1)(vi) NOT VALID UNLESS SIGNED BY AN ELIGIBLE INSTITUTION. NOTICE OF GUARANTEED DELIVERY OF SHARES OF COMMON STOCK OF AF FINANCIAL GROUP Pursuant to the Offer to Purchase Dated January 16, 2008 This Notice of Guaranteed Delivery, or one substantially in the same form or a facsimile copy of it, must be used to accept the Offer (a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): January 15, 2008 AF Financial Gro

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): January 15, 2008 AF Financial Group (Exact name of registrant as specified in its charter) Federally Chartered 0-24479 56-2098545 State or other jurisdiction of incorporation

AF FINANCIAL GROUP, INC. ANNOUNCES ODD-LOT TENDER OFFER

Press Release EXHIBIT 99 (a) FOR IMMEDIATE RELEASE AF FINANCIAL GROUP, INC. ANNOUNCES ODD-LOT TENDER OFFER West Jefferson, North Carolina – (January 15, 2008) – AF Financial Group (“AF Financial”) (OTCBB: ASFE) today announced that tomorrow it will commence a tender offer for the purchase of all shares of its common stock held by persons owning 99 or fewer shares as of the close of business on Dec

OFFER TO PURCHASE FOR CASH OF ALL SHARES OF ITS COMMON STOCK HELD BY HOLDERS OF 99 OR FEWER SHARES FOR A PURCHASE PRICE OF $20.00 NET PER SHARE This Offer to Purchase will expire at 5:00 p.m. Eastern Standard Time on February 15, 2008, unless the Off

Exhibit 16(a)(1)(i) OFFER TO PURCHASE FOR CASH OF ALL SHARES OF ITS COMMON STOCK HELD BY HOLDERS OF 99 OR FEWER SHARES FOR A PURCHASE PRICE OF $20.

NOT VALID UNLESS SIGNED BY AN ELIGIBLE INSTITUTION. NOTICE OF GUARANTEED DELIVERY OF SHARES OF COMMON STOCK OF AF FINANCIAL GROUP Pursuant to the Offer to Purchase Dated January 15, 2008

Exhibit 16(a)(1)(vi) NOT VALID UNLESS SIGNED BY AN ELIGIBLE INSTITUTION. NOTICE OF GUARANTEED DELIVERY OF SHARES OF COMMON STOCK OF AF FINANCIAL GROUP Pursuant to the Offer to Purchase Dated January 15, 2008 This Notice of Guaranteed Delivery, or one substantially in the same form or a facsimile copy of it, must be used to accept the Offer (as defined below) if: (a) certificates for shares of comm

AF FINANCIAL GROUP Offer to Purchase for Cash All Shares of its Common Stock, No Par Value, Held by Holders of 99 or Fewer Shares THIS OFFER WILL EXPIRE AT 5:00 P.M., EASTERN STANDARD TIME, ON FEBRUARY 15, 2008, UNLESS EXTENDED OR EARLIER TERMINATED.

EXHIBIT 16A1.IV Exhibit 16(a)(1)(iv) AF FINANCIAL GROUP Offer to Purchase for Cash All Shares of its Common Stock, No Par Value, Held by Holders of 99 or Fewer Shares THIS OFFER WILL EXPIRE AT 5:00 P.M., EASTERN STANDARD TIME, ON FEBRUARY 15, 2008, UNLESS EXTENDED OR EARLIER TERMINATED. JANUARY 15, 2008 To Our Clients: Enclosed for your consideration is an Offer to Purchase, dated January 15, 2008

INSTRUCTION FORM FOR SHARES HELD BY BROKERS, DEALERS, COMMERCIAL BANKS, TRUST COMPANIES AND OTHER NOMINEES. INSTRUCTIONS FOR TENDER OF SHARES OF COMMON STOCK OF AF FINANCIAL GROUP

Exhibit 16(a)(1)(v) INSTRUCTION FORM FOR SHARES HELD BY BROKERS, DEALERS, COMMERCIAL BANKS, TRUST COMPANIES AND OTHER NOMINEES.

[AF FINANCIAL LETTERHEAD] January 15, 2008

Exhibit 16(a)(1)(vii) [AF FINANCIAL LETTERHEAD] January 15, 2008 Shareholder Name Shareholder Address Shareholder City, State, Zip Dear Shareholder Name: AF Financial Group (“AF Financial”) has announced that it is offering to purchase all of the common stock held by persons owning 99 or fewer shares as of the close of business on December 13, 2007.

AF FINANCIAL GROUP Offer to Purchase for Cash [Shares of its Common Stock, No Par Value, Held by Holders of 99 or Fewer Shares THIS OFFER WILL EXPIRE AT 5:00 P.M. EASTERN STANDARD TIME ON FEBRUARY 15, 2008, UNLESS EXTENDED OR EARLIER TERMINATED. Janu

Exhibit 16(a)(1)(iii) AF FINANCIAL GROUP Offer to Purchase for Cash [Shares of its Common Stock, No Par Value, Held by Holders of 99 or Fewer Shares THIS OFFER WILL EXPIRE AT 5:00 P.

AF FINANCIAL GROUP LETTER OF TRANSMITTAL To Tender 99 or Fewer Shares of Common Stock of AF Financial Group Pursuant to the Offer to Purchase Dated January 15, 2008 THE OFFER WILL EXPIRE AT 5:00 P.M. EASTERN STANDARD TIME ON FEBRUARY 15, 2008, UNLESS

Exhibit 16(a)(1)(ii) AF FINANCIAL GROUP LETTER OF TRANSMITTAL To Tender 99 or Fewer Shares of Common Stock of AF Financial Group Pursuant to the Offer to Purchase Dated January 15, 2008 THE OFFER WILL EXPIRE AT 5:00 P.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Rule 13e-100) Transaction Statement Under Section 13(e) of the Securities Exchange Act of 1934 and Rule 13e-3 Thereunder Rule 13e-3 Transaction Statement under Se

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Rule 13e-100) Transaction Statement Under Section 13(e) of the Securities Exchange Act of 1934 and Rule 13e-3 Thereunder Rule 13e-3 Transaction Statement under Section 13(e) of the Securities Exchange Act of 1934 AF FINANCIAL GROUP (Name of Issuer) AF FINANCIAL GROUP (Names of Persons Filing Statement) Common S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2007 Commission File No: 0-24479 AF Fina

Form 10-QSB Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

OMB APPROVAL OMB Number: 3235-0059 Expires: August 31, 2004 Estimated average burden hours per response 14.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-KSB Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended June 30, 2007 Commission File No.: 0-24479 AF Financial

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-KSB Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended June 30, 2007 Commission File No.: 0-24479 AF Financial Group (Exact name of small business issuer as specified in its charter) Federally Chartered 56-2098545 State of Incorporation IRS E

AF Financial Group Announces Net Income Growth of 44.1% for the 2007 Fiscal Year

Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE AF Financial Group Announces Net Income Growth of 44.1% for the 2007 Fiscal Year West Jefferson, NC - AF Financial Group (the “Company”) is pleased to report earnings of $1,470,993 for the year ended June 30, 2007, an increase of 44.1% over the 2006 fiscal year. Basic earnings per share of common stock increased from $0.97 in 2006 to $1.40 in 2007.

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): September 4, 2007 AF Financial Group (Exact name of registrant as specified in its charter) Federally Chartered 0-24479 56-2098545 State or other jurisdiction of incorporation) (Commi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2007 Commission File No: 0-24479 AF Financia

Form 10-QSB Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2006 Commission File No: 0-24479 AF Financial Group (Exact name of small business issuer as specified in its charter) Federally Chartered 56-2098545 (State or other jurisdic

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2006 Commission File No: 0-24479 AF Fina

Form 10-QSB Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 0-24479

(Check One) ? Form 10-K and Form 10-KSB ? Form 20-F ? Form 11-K x Form 10-Q and Form 10-QSB ? Form N-SAR UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): November 6, 2006 AF Financial Group (Exact name of registrant as specified in its charter) Federally Chartered 0-24479 56-2098545 State or other jurisdiction of incorporation) (Commis

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEF 14A 1 ddef14a.htm DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ¨ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-KSB Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended June 30, 2006 Commission File No.: 0-24479 AF Financial

Form 10-KSB Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): September 20, 2006 AF Financial Group (Exact name of registrant as specified in its charter) Federally Chartered 0-24479 56-2098545 (State or other jurisdiction of incorporation) (Com

AF Financial Group Announces Net Income Growth of 57.3% for the 2006 Fiscal Year

Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE AF Financial Group Announces Net Income Growth of 57.3% for the 2006 Fiscal Year West Jefferson, NC - AF Financial Group (the “Company”) is pleased to report earnings of $1,020,823 for the year ended June 30, 2006, an increase of 57.3% over the 2005 fiscal year. Basic earnings per share of common stock increased from $0.62 in 2005 to $0.97 in 2006.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2006 Commission File No: 0-24479 AF Financia

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2006 Commission File No: 0-24479 AF Financial Group (Exact name of small business issuer as specified in its charter) Federally Chartered 56-2098545 (State or other jurisdictio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2005 Commission File No: 0-24479 AF Finan

Form 10-QSB Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2005 Commission File No: 0-24479 AF Financial Group (Exact name of small business issuer as specified in its charter) Federally Chartered 56-2098545 (State or other jurisdi

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): October 24, 2005 AF Financial Group (Exact name of registrant as specified in its charter) Federally Chartered 0-24479 56-2098545 (State or other jurisdiction of incorporation) (Commi

AMENDED AND RESTATED RETIREMENT PLAN FOR BOARD MEMBERS AF BANK Restated Effective October 21, 2005 TABLE OF CONTENTS

AMENDED AND RESTATED RETIREMENT PLAN FOR BOARD MEMBERS OF AF BANK Restated Effective October 21, 2005 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS Section 1.

SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-KSB Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended June 30, 2005 Commission File No.: 0-24479 AF Financial

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-KSB Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended June 30, 2005 Commission File No.: 0-24479 AF Financial Group (Exact name of small business issuer as specified in its charter) Federally Chartered 56-2098545 State of Incorporation IRS E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2005 Commission File No: 0-24479 AF Financial Group (Exact name of small business issuer as specified in its charter) Federally Chartered 56-2098545 (State or other jurisdictio

[AF FINANCIAL GROUP LETTERHEAD]

EF FINANCIAL GROUP [AF FINANCIAL GROUP LETTERHEAD] March 2, 2005 VIA EDGAR FILING AND FIRST CLASS MAIL John P.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2004 Commission File No: 0-24479 AF Finan

AF FINANCIAL GROUP Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2004 Commission File No: 0-24479 AF Fina

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2004 Commission File No: 0-24479 AF Financial Group (Exact name of small business issuer as specified in its charter) Federally Chartered 56-2098545 (State or other jurisdi

Independent Auditors? Report

Exhibit 99.1 Exhibit 99.1 Independent Auditors’ Report To the Board of Directors AF Financial Group and Subsidiaries West Jefferson, North Carolina We have audited the accompanying consolidated statement of financial condition of AF Financial Group and subsidiaries as of June 30, 2003, and the related consolidated statements of income, stockholders’ equity, and cash flows for the year then ended.

SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A (RULE 14A-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-KSB/A Amendment No. 1 Annual Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended June 30, 2004 Commission File No.: 0-24479 AF Financial G

Amendment No. 1 to Form 10-KSB SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-KSB/A Amendment No. 1 Annual Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended June 30, 2004 Commission File No.: 0-24479 AF Financial Group (Name of small business issuer in its charter) Federally Chartered 56-2098545 (State or other jurisdiction of inco

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EXHIBIT 13.1 Table of Contents 2004 Annual Report Table of Contents Selected Financial Data 2 Letter to Shareholders 4 Management’s Discussion and Analysis 7 Consolidated Statements of Financial Condition 19 Consolidated Statements of Income (Loss) 20 Consolidated Statements of Stockholders’ Equity 21 Consolidated Statements of Cash Flows 22 Notes to Consolidated Financial Statements 24 Independen

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-KSB Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended June 30, 2004 Commission File No.: 0-24479 AF Financial Group (Exact

FORM 10-KSB Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-KSB Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended June 30, 2004 Commission File No.: 0-24479 AF Financial Group (Exact name of small business issuer as specified in its charter) Federally Chartered 56-2098545 State of Incorporation IRS Emp

SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 24, 2004 AF FINANCIAL GROUP Exact name of registrant as specified in its charter) Federally Chartered (State of Incorporation) 0-24479 (Commission File Number) 56-2098545 (IRS Employer Id

James A. Todd AF Financial Group

SETTLEMENT AGREEMENT This SETTLEMENT AGREEMENT (this "Agreement") dated as of September 24, 2004 is by and among James A.

Melanie Paisley Miller

PRESS RELEASE For Further Information Contact: Melanie Paisley Miller Chief Financial Officer and Acting CEO 336-246-4344 AF Financial Group Terminates President and Chief Executive Officer James A.

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 9, 2004 AF FINANCIAL GROUP (Exact name of registrant as specified in its charter) Federally Chartered (State or other jurisdiction of incorporation) 0-24479 (Commission File Numb

SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

EMPLOYEE STOCK OWNERSHIP PLAN AF BANK

EX-10.6 8 dex106.htm EXHIBIT 10.6 Exhibit 10.6 AMENDMENT NO. 2 EMPLOYEE STOCK OWNERSHIP PLAN OF AF BANK DOCUMENT: DRAFT DATE: TPW/WA01/3126178 04/01/02 Adopted on September 10, 1996 Effective on July 1, 1996 BOARD OF DIRECTORS APPROVAL DATE: 4/15/02 AMENDMENT 1. Section 1.3 - Section 1.3 shall be amended, effective as of July 1, 2001, to replace subsection 1.3(d) and add a subsection 1.3(e) as fol

AF BANKSHARES, INC. SALARY CONTINUATION FIXED AND FLEXIBLE PREMIUM LIFE INSURANCE

EXHIBIT 10.10 AF BANKSHARES, INC. SALARY CONTINUATION FIXED AND FLEXIBLE PREMIUM LIFE INSURANCE AGREEMENT This Agreement made and entered into this 15th day of April, 2002, by and between AF Bankshares, Inc., a Corporation, hereinafter referred to as “Corporation,” and Melanie P. Miller, a Key Employee and Executive of the Corporation, hereinafter referred to as “Executive”. Any reference to “Bank

AF BANKSHARES, INC. EMPLOYMENT AGREEMENT

EXHIBIT 10.11 AF BANKSHARES, INC. EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of November 18, 2002 by and between AF FINANCIAL GROUP, a stock corporation organized and operating under the federal laws of the United States and having an office at 21 East Ashe Street, West Jefferson, North Carolina 28694 (“Company”) and JAMES A. TODD, an individual residi

AMENDMENT

Exhibit 10.8 AMENDMENT NO.4 EMPLOYEE STOCK OWNERSHIP PLAN OF DOCUMENT: WA01/3131226 AF BANK DRAFT DATE: 12/03/02 Adopted on September 10, 1996 BOARD OF DIRECTORS Effective on July 1, 1996 APPROVAL DATE: 12/16/02 AMENDMENT 1. Article I - Section 1.5 of the Plan shall be amended, effective as of January 1, 2003, to read in its entirety as follows: Section 1.5 Beneficiary means a natural person desig

AF BANK EMPLOYMENT AGREEMENT

EX-10.2 6 dex102.htm EXHIBIT 10.2 EXHIBIT 10.2 AF BANK EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of November 18, 2002 by and between AF BANK, a savings bank organized and operating under the federal laws of the United States and having an office at 21 East Ashe Street, West Jefferson, North Carolina 28694 (“Bank”) and MELANIE P. MILLER, an individual

AF BANKSHARES, INC. EMPLOYMENT AGREEMENT

EXHIBIT 10.13 AF BANKSHARES, INC. EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of November 18, 2002 by and between AF FINANCIAL GROUP, a stock corporation organized and operating under the federal laws of the United States and having an office at 21 East Ashe Street, West Jefferson, North Carolina 28694 (“Company”) and MELANIE P. MILLER, an individual re

AF BANK EMPLOYMENT AGREEMENT

EXHIBIT 10.1 AF BANK EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of November 18, 2002 by and between AF BANK, a savings bank organized and operating under the federal laws of the United States and having an office at 21 East Ashe Street, West Jefferson, North Carolina 28694 (“Bank”) and JAMES A. TODD, an individual residing at 849 Clyde Houck Road, Todd

GUARANTEE AGREEMENT AF Bankshares, Inc. Dated as of July 16, 2001 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION Section 1.1 Definitions and Interpretation 1 ARTICLE II POWERS, DUTIES AND RIGHTS OF GUARANTEE TRUSTEE Section 2.1 Power

EXHIBIT 4.3 GUARANTEE AGREEMENT AF Bankshares, Inc. Dated as of July 16, 2001 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION Section 1.1 Definitions and Interpretation 1 ARTICLE II POWERS, DUTIES AND RIGHTS OF GUARANTEE TRUSTEE Section 2.1 Powers and Duties of the Guarantee Trustee 4 Section 2.2 Certain Rights of Guarantee Trustee 5 Section 2.3 Not Responsible for Recitals or Issu

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-KSB Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended June 30, 2003 Commission File No.: 0-24479 AF Financial Group (Exact

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-KSB Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended June 30, 2003 Commission File No.: 0-24479 AF Financial Group (Exact name of small business issuer as specified in its charter) Federally Chartered 56-2098545 State of Incorporation IRS Employer Number

SELECTED FINANCIAL DATA AND OTHER DATA OF THE COMPANY

EXHBIT 13.1 EXHIBIT 13.1 SELECTED FINANCIAL DATA AND OTHER DATA OF THE COMPANY The following table sets forth certain information concerning the financial position and results of operation of the Company at the dates and for the year end as indicated. The selected financial condition data and the selected operating data for the years then ended were derived from the audited financial statements of

AF BANKSHARES, INC. as Issuer Dated as of July 16, 2001 THE BANK OF NEW YORK as Trustee JUNIOR SUBORDINATED DEBT SECURITIES TABLE OF CONTENTS Page ARTICLE I DEFINITIONS Section 1.01 Definitions 1 ARTICLE II DEBT SECURITIES Section 2.01 Authentication

EXHIBIT 4.2 AF BANKSHARES, INC. as Issuer INDENTURE Dated as of July 16, 2001 THE BANK OF NEW YORK as Trustee JUNIOR SUBORDINATED DEBT SECURITIES TABLE OF CONTENTS Page ARTICLE I DEFINITIONS Section 1.01 Definitions 1 ARTICLE II DEBT SECURITIES Section 2.01 Authentication and Dating 9 Section 2.02 Form of Trustee’s Certificate of Authentication 10 Section 2.03 Form and Denomination of Debt Securit

EMPLOYEE STOCK OWNERSHIP PLAN AF BANK

EX-10.7 9 dex107.htm EXHIBIT 10.7 Exhibit 10.7 EMPLOYEE STOCK OWNERSHIP PLAN OF AF BANK AMENDMENT NO. 3 DOCUMENT: TPW/WA01/3126187 DRAFT DATE: 04/01/02 Adopted on September 10, 1996 Effective on July 1, 1996 BOARD OF DIRECTORS APPROVAL DATE: 4/15/02 AMENDMENT 1. Section 8.2 - Subparagraph 8.2(a) shall be amended, effective January 1, 2002, to read in its entirety as follows: (a) Notwithstanding an

AF BANKSHARES, INC. SALARY CONTINUATION FIXED AND FLEXIBLE PREMIUM LIFE INSURANCE

EXHIBIT 10.9 AF BANKSHARES, INC. SALARY CONTINUATION FIXED AND FLEXIBLE PREMIUM LIFE INSURANCE AGREEMENT This Agreement made and entered into this 15th day of April, 2002, by and between AF Bankshares, Inc., a Corporation, hereinafter referred to as “Corporation,” and James A. Todd, a Key Employee and Executive of the Corporation, hereinafter referred to as “Executive”. Any reference to “Bank” her

ASHE FEDERAL BANK EMPLOYEE STOCK OWNERSHIP PLAN

EXHIBIT 10.5 ASHE FEDERAL BANK EMPLOYEE STOCK OWNERSHIP PLAN AMENDMENT NO. 1 DOCUMENT: DRAFT DATE: (TPW) NY02/1206618.1 11/11/97 (Effective July 1, 1996) BOARD OF DIRECTORS AMENDMENT APPROVAL DATE: 1. Article II – Effective as of July 1, 1996, the last sentence of section 2.4(b) of the Plan shall be amended to read in its entirety as follows: If a non-vested Employee returns to the service of the