Filed
by:
Pavilion Bancorp, Inc. pursuant to
Rule 425
under the Securities Act of 1933 and
deemed
filed pursuant to Rule 14a-12
under
the
Securities Exchange Act of 1934
Subject
Company: First Defiance Financial Corp.
Commission
File No.:0-26850
March
4,
2008
Dear
Bank
of Lenawee Commercial Loan Customer,
As
you
may already know, Bank of Lenawee will become First Federal Bank at the close
of
business on Friday, March 14, 2008, pending expected shareholder approval.
What
does this mean to you? First, it means your business loan accounts will
automatically transfer to First Federal Bank after the close of business
on
March 14. Second, it means First Federal Bank will work diligently to earn
your
trust and provide the best service, the most innovative products and the
business-friendly solutions you need!
In
the
meantime, here are a few important notes about your loan:
|
1.)
|
First
Federal Bank will honor the terms and interest rate arrangements
in place
with your current Bank of Lenawee loan. The payments, payment due
dates
and grace period will remain the same as well.
|
|
2.)
|
All
commercial loan customers, including those using coupon books,
will be
receiving a loan statement in the mail, which will be sent to you
approximately ten days before the payment due date.
|
|
3.)
|
If
you currently make automatic payments your payments will continue
to be
made electronically, however you will also receive a paper statement
every
month to help you track your loan payments.
|
At
First
Federal Bank, we have a special interest in business customers. We think
you’ll
find our products beneficial and our customer service superior. If you have
any
questions, please feel free to call your local commercial lender.
We
look
forward to working with you.
Sincerely,
Jeffrey
D. Vereecke
Northern
Market President
First
Federal Bank
601
Clinton Street s
Defiance OH 43512
www.first-fed.coms Phone:
1-800-472-6292 or (419)782-5015
Member
FDIC
This
communication shall not constitute an offer to sell or the solicitation of
an
offer to buy any securities, nor shall there be any sale of securities in
any
jurisdiction in which such offer, solicitation or sale would be unlawful
prior
to registration or qualification of the securities under the securities laws
of
any such jurisdiction. No offering of securities shall be made except
by means of a prospectus meeting the requirements of Section 10 of the
Securities Act of 1933, as amended.
First Defiance filed with the SEC (i) a Registration Statement on Form S-4
on
December 12, 2007 and as amended on January 31, 2008 and (ii) a Rule 424(b)(3)
prospectus/proxy statement on February 8, 2008, each concerning the merger
of
Pavilion Bancorp, Inc. into First Defiance (the “Merger”). WE URGE
INVESTORS TO READ THESE DOCUMENTS BECAUSE THEY CONTAIN IMPORTANT
INFORMATION. Investors are able to obtain the documents free of
charge at the SEC’s website, www.sec.gov. In addition, documents filed
with the SEC by First Defiance are available free of charge from the Secretary
of First Defiance at 601 Clinton Street, Defiance, Ohio 43512, telephone
(419)
782-5015. INVESTORS SHOULD READ THE FORM S-4 AND PROSPECTUS/PROXY
STATEMENT CAREFULLY BEFORE MAKING A DECISION CONCERNING THE
MERGER. Copies of all recent proxy statements and annual reports of
First Defiance are also available free of charge by contacting First Defiance’s
secretary.
First Defiance, Pavilion and their respective directors and executive officers
may be deemed to be participants in the solicitation of proxies to approve
the
Merger. Additional information about the directors and executive
officers of First Defiance may be obtained through the SEC’s website from the
definitive proxy statement filed by First Defiance with the SEC on March
20,
2007. Additional information about the directors and executive
officers of Pavilion may be obtained through the SEC’s website from the
definitive proxy statement filed by Pavilion with the SEC on March 20,
2007. Additional information about participants in the proxy
solicitation and their interests in the transaction is contained in the joint
prospectus/proxy statement filed with the SEC.
Filed
by:
Pavilion Bancorp, Inc. pursuant to
Rule 425
under the Securities Act of 1933 and
deemed
filed pursuant to Rule 14a-12
under
the
Securities Exchange Act of 1934
Subject
Company: First Defiance Financial Corp.
Commission
File No.:0-26850
March
4,
2008
Dear
Bank
of Lenawee Online Express Customer,
As
you
may already know, pending shareholder approval, Bank of Lenawee will become
First Federal Bank at the close of business on Friday, March 14,
2008. We would like to welcome you to First Federal Bank’s OnLine
Banking and Bill Pay service! Below are some important notes about
the conversion weekend and information on how to log in to First Federal
Bank’s
OnLine Banking and Bill Pay service.
WHAT
TO EXPECT DURING THE
CONVERSION TO FIRST FEDERAL BANK
All
functions of Bank of Lenawee’s Online Express Banking will be unavailable
beginning Thursday, March 13th
at 7:30
p.m. The Online Express Bill Pay service will cut off on Tuesday, March 11th
at 5:00
p.m. in order for all scheduled electronic Bill Pay transactions to be completed
before the conversion.
LOGGING
IN TO FIRST FEDERAL
BANK’S ONLINE BANKING THE FIRST TIME
IMPORTANT
NOTE:YOU CAN BEGIN USING
THIS SERVICE ON
MONDAY, MARCH 17 at 8:00 A.M. Your deposit accounts will be available
to view on Monday, March 17th,
and your loan accounts will be
added on Tuesday March 18th.
To
make it easier for you
to get started with First Federal Bank’s OnLine Banking, we will pre- register
you for the
OnLine Banking service.
The
first
time you want to use OnLine Banking, simply do the following:
|
1.
|
Go
to www.first-fed.com
and locate the green login box on the left side of the home page.
|
|
2.
|
In
the USER ID box, enter the same User ID you used with your Bank
of Lenawee
Online Express account.
|
|
3.
|
For
the password, enter the last four numbers of the primary account
holder’s
social security number or Tax ID number.
|
|
4.
|
At
this point, you will be prompted to change your password. Please
keep in
mind that passwords are “case sensitive.” Your password must be
6 to14 characters in length and contain 1 number and 1 letter.
|
|
5.
|
First
Federal Bank also has a multi-layer security system to help protect
your
identity and account information even more. You will be requested
to
select 3 “Challenge Questions” that you are required to answer whenever
you need to login to OnLine Banking from a different computer.
You need to
select one question from each of the three question categories.
Simply
click on the question and then answer it, then move to the next
category.
You will then be asked to verify your questions and your email
address.
|
|
6.
|
The
next step in the security process is to follow the prompts to “enroll” the
computer you use most to do your online banking. If you do not
enroll your
computer, you will be asked the challenge questions each time you
log in
from that computer.
|
601
Clinton Street s
Defiance OH 43512
www.first-fed.coms Phone:
1-800-472-6292 or (419)782-5015
Member
FDIC
2
After
following these steps, you should be able to log in and have full access
to your
new First Federal Bank accounts. To view a demo of all the features of OnLine
Banking, click the VIEW DEMO link in the green login box on the home page.
If
you have any trouble, you can click the HELP button for explanations, or
you can
click on the EMAIL button to contact us at onlinebanking@first-fed.com.
Special
note: If you have
any scheduled internal transfers (for example, a monthly automatic transfer
from
your checking to savings account), you will need to re-set those. Any balance
notifications you have set up (for example, to alert you when your account
falls
below a certain level) will also have to be re-set.
USING
ONLINE BILL PAY THE
FIRST TIME
First
Federal Bank offers OnLine Bill Pay at no charge (a $5.95 monthly
fee
applies only if your account is dormant for more than 90 consecutive
days). No more checks to write and you’ll save on postage stamps,
envelopes and trips to the post office! If you are already an Online Express
Bill Pay customer with Bank of Lenawee, your payee information will transfer
over to your First Federal Bank Bill Pay account with no action needed on
your
part. To get started, just log in to OnLine Banking and click on the Bill
Payment button. You may then want to click on the Bill Pay demo button to
familiarize yourself with all the user-friendly Bill Pay services now at
your
fingertips.
If
you
have any questions, please call our Internet Services Department toll free
at
1-800-472-6292,
ext. 22334 or send an email to onlinebanking@first-fed.com
and we will be happy to assist you. We hope you enjoy using First
Federal’s OnLine Banking and Bill Pay services.
Sincerely,
Nancy
Homan
Internet
Banking Manager
First
Federal Bank
P.S.
If
you are a Quicken user, there are special instructions to assist you with
the
conversion so your account information will download correctly. Please send
a
request after March 17th
to
onlinebanking@first-fed.com
and we will email the instructions to you.
601
Clinton Street s
Defiance OH 43512
www.first-fed.coms Phone:
1-800-472-6292 or (419)782-5015
Member
FDIC
This
communication shall not constitute an offer to sell or the solicitation of
and
offer to buy any securities, nor shall there be any sale of securities in
any
jurisdiction in which such offer, solicitation or sale would be unlawful
prior
to registration or qualification of the securities under the securities laws
of
any such jurisdiction. No offering of securities shall be made except
by means of a prospectus meeting the requirements of Section 10 of the
Securities Act of 1933, as amended.
First
Defiance filed with the SEC (i) a Registration Statement on Form S-4 on December
12, 2007 and as amended on January 31, 2008 and (ii) a Rule 424(b)(3)
prospectus/proxy statement on February 8, 2008, each concerning the merger
of
Pavilion Bancorp, Inc. into First Defiance (the “Merger”). WE URGE
INVESTORS TO READ THESE DOCUMENTS BECAUSE THEY CONTAIN IMPORTANT
INFORMATION. Investors are able to obtain the documents free of
charge at the SEC’s website, www.sec.gov. In addition, documents filed
with the SEC by First Defiance are available free of charge from the Secretary
of First Defiance at 601 Clinton Street, Defiance, Ohio 43512, telephone
(419)
782-5015. INVESTORS SHOULD READ THE FORM S-4 AND PROSPECTUS/PROXY
STATEMENT CAREFULLY BEFORE MAKING A DECISION CONCERNING THE
MERGER. Copies of all recent proxy statements and annual reports of
First Defiance are also available free of charge by contacting First Defiance’s
secretary.
First
Defiance, Pavilion and their respective directors and executive officers
may be
deemed to be participants in the solicitation of proxies to approve the
Merger. Additional information about the directors and executive
officers of First Defiance may be obtained through the SEC’s website from the
definitive proxy statement filed by First Defiance with the SEC on March
20,
2007. Additional information about the directors and executive
officers of Pavilion may be obtained through the SEC’s website from the
definitive proxy statement filed by Pavilion with the SEC on March 20,
2007. Additional information about participants in the proxy
solicitation and their interests in the transaction is contained in the joint
prospectus/proxy statement filed with the SEC.