STATEFED FINANCIAL CORP

expiry = 2001-06-11...ck, Par Value $0.01 Per Share At a Purchase Price Not Greater Than $13.00 Nor Less Than $11.50 Per Share ________________________________ THE OFFER TO PURCHASE, PRORATION PERIOD AND WITHDRAWAL RIGHTS EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON MONDAY, JUNE 11, 2001, UNLESS THE OFFER TO PURCHASE IS EXTENDED ________________________________ Questions or requests for assistance or for additional copies of this Offer to Purchase, the Letter of Transmittal or other tender offer materials may be directed t...

expiry = 2001-06-11...ck, Par Value $0.01 Per Share At a Purchase Price Not Greater Than $13.00 Nor Less Than $11.50 Per Share ________________________________ THE OFFER TO PURCHASE, PRORATION PERIOD AND WITHDRAWAL RIGHTS EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON MONDAY, JUNE 11, 2001, UNLESS THE OFFER TO PURCHASE IS EXTENDED ________________________________ Questions or requests for assistance or for additional copies of this Offer to Purchase, the Letter of Transmittal or other tender offer materials may be directed t...

listed = True...Exchange Act; or the suspension of the Company's obligation to file reports pursuant to Section 15(d) of the Exchange Act. See Section 10. 13. EFFECTS OF THE OFFER TO PURCHASE ON THE MARKET FOR SHARES; REGISTRATION UNDER THE EXCHANGE ACT Currently the Company trades on the Nasdaq Small Cap Market despite not meeting all the requirements for continued listing. In the event Nasdaq delists the Company from trading on the Small Cap Market, the Company intends to continue to trade on whatever market is available including the Nasdaq Over-the-Counter Bulletin Board. In addition, the Company intends to continue to be a...

listed = True...Exchange Act; or the suspension of the Company's obligation to file reports pursuant to Section 15(d) of the Exchange Act. See Section 10. 13. EFFECTS OF THE OFFER TO PURCHASE ON THE MARKET FOR SHARES; REGISTRATION UNDER THE EXCHANGE ACT Currently the Company trades on the Nasdaq Small Cap Market despite not meeting all the requirements for continued listing. In the event Nasdaq delists the Company from trading on the Small Cap Market, the Company intends to continue to trade on whatever market is available including the Nasdaq Over-the-Counter Bulletin Board. In addition, the Company intends to continue to be a...

mechanism = DUTCH...The board of directors has approved a repurchase of 230,770 shares of StateFed Financial's common stock, or 15% of our 1,507,100 outstanding shares. A copy of the offer to purchase is enclosed. We are conducting the offer through a procedure referred to as a "modified dutch auction." This procedure allows you to select the price at which you are willing to sell, or tender, all or part of your shares within a price range of not more than $13.00 per share and not less than $11.50 per share. Upon expiration of the offer, we will select the lowest purchase price from those shares tendered that will allow us to buy 230,...

must_tender_all = True...chase price from those shares tendered that will allow us to buy 230,770 shares. All shares purchased in the offer will receive the same purchase price, even those shares that are tendered below the purchase price. In addition, if you own less than 100 shares and tender all of your shares at or below the purchase price, you will receive priority and have all of your shares purchased even if more than 230,770 shares are tendered. No brokerage fees or commissions will be charged to you if you tender your shares. We encourage each stockholder to read carefully the offer to purchase and related materials. Neither StateFed Fin...

price = USD 11.5-13.0...odified dutch auction tender." Under this procedure, StateFed Financial stockholders will be given the opportunity to sell part or all of their shares to the Company at a price of not less than $11.50 per share and not more than $13.00 per share. This price range represents a 24.3 percent premium to a 40.5 percent premium to the May 1, 2001 closing price of $9.25 per share as of May 1, 2001. Based upon the minimum and maximum offering prices specified...

threshold = 100...s. Partial or conditional tenders will not qualify for this preference, and it is not available to beneficial holders of 100 or more shares, even if the holders have separate stock certificates for fewer than 100 shares. By accepting this offer, a stockholder owning beneficially fewer than 100 shares will avoid the payment of brokerage commissions and the applicable odd lot discount payable in a sale of such shares in a transaction effected on a securities exchange. As of April 23, 2001, there were approximately 185 holders of record of shares. Approximately 34 of these holders of record held individually fewer than 100 shares and he...

threshold = 100...s. Partial or conditional tenders will not qualify for this preference, and it is not available to beneficial holders of 100 or more shares, even if the holders have separate stock certificates for fewer than 100 shares. By accepting this offer, a stockholder owning beneficially fewer than 100 shares will avoid the payment of brokerage commissions and the applicable odd lot discount payable in a sale of such shares in a transaction effected on a securities exchange. As of April 23, 2001, there were approximately 185 holders of record of shares. Approximately 34 of these holders of record held individually fewer than 100 shares and he...

txn_type = TENDER_OFFER...subject to Rule 13e-3. [ ] amendment to Schedule 13D under Rule 13d-2. Check the following box if the filing is a final amendment reporting the results of the tender offer: [ ] Next Page Item 1. Summary Term Sheet The information set forth in "Summary" of the Offer to Purchase is incorporated herein by reference. Item 2. Subject Company Information (a) The issuer of the securities to which this Schedule TO relates is StateFed Financial Corporation, a Delaware corporation (the "Company"), and the address of its principal executive office, and its mailing address, is 13523 University Avenue, Clive, Iowa 50325. (...

txn_type = TENDER_OFFER...subject to Rule 13e-3. [ ] amendment to Schedule 13D under Rule 13d-2. Check the following box if the filing is a final amendment reporting the results of the tender offer: [ ] Next Page Item 1. Summary Term Sheet The information set forth in "Summary" of the Offer to Purchase is incorporated herein by reference. Item 2. Subject Company Information (a) The issuer of the securities to which this Schedule TO relates is StateFed Financial Corporation, a Delaware corporation (the "Company"), and the address of its principal executive office, and its mailing address, is 13523 University Avenue, Clive, Iowa 50325. (...

accepted = 230770...f the outstanding shares, were held in the ESOP. The Company has been advised that the trustee of the ESOP does not intend to tender any shares pursuant to the Offer to Purchase. Assuming the Company purchases 230,770 shares pursuant to the Offer to Purchase, and neither the trustee of the ESOP nor any of the directors or executive officers of the Company tender any shares pursuant to the Offer to Purchase, then after the purchase of shares pursuant to the Offer to Purchase, the Company's executive officers and directors...

tendered = 230770..., and the address of its principal executive office, and its mailing address, is 13523 University Avenue, Clive, Iowa 50325. (b) This Schedule TO relates to the offer by the Company to purchase up to 230,770 shares (or such lesser number of shares as are properly tendered) of its common stock, $0.01 par value per share (the "Shares"), 1,507,100 of which Shares were outstanding as of April 23, 2001. (c) The information set forth in "Summary " and "Section 8, Price Range of Shares; Dividends" of the Offer to Purchase is incorporated herein by refer...