ViewPoint Financial Group must sell a minimum of 7,458,750 shares of the 10,091,250 shares of common stock offered through the sale to complete the offering, according to the organization's prospectus. A question-and-answer brochure produced by the bank states that the stock is expected to be listed on The NASDAQ Global Market under the ticker symbol "VPFG."

ViewPoint Bank has retained the services of Keefe, Bruyette & Woods, Inc., a securities broker/dealer and investment bank that specializes in the financial service sector, as inspector of election and to manage financial and marketing advisory services for the stock offering.

In its prospectus, the bank reports its mission as "to operate and grow a profitable community-oriented financial institution serving primarily retail customers and small businesses in our market area."

As of March 31, 2006, ViewPoint Bank had 34 full-service offices serving customers in four Dallas/Fort Worth area counties and total assets of $1.49 billion. Its loan portfolio was comprised of 49% automobile loans, 35% commercial business loans, and 3.8% other consumer loans.

According to the prospectus, the bank's future operating strategy is to grow and diversify its loan portfolio by emphasizing the origination of one- to four-family residential mortgage loans, commercial real estate loans and secured business loans and by de-emphasizing indirect automobile lending.

Another component of the operating strategy is stated as "expanding the organization's banking network by opening loan production offices and de novo branches, and by selectively acquiring branch offices and other financial institutions."

ViewPoint Bank's board of directors set June 30, 2006 as the voting record date for the determination of members entitled to notice of and to vote at the special meeting. Each voting member may cast one vote per $100 of member deposits up to 1,000 votes maximum. The re-organizational plan must be approved by a majority of the number of votes entitled to be cast at the special meeting.

In the future, ViewPoint Financial Group has the option of converting from the mutual holding company form of organization, in which a majority of the outstanding stock is held by the mutual holding company, to a corporation with 100% of its shares held by public stockholders. This type of transaction is commonly known as a "second-step conversion."

If ViewPoint Financial Group decides to undergo a second-step conversion, Office of Thrift Supervision regulations require the approval of a majority of the total outstanding votes of the mutual holding company's members and the approval of a majority of the votes eligible to be cast by its minority stockholders. ViewPoint Bank's Notice of Special Meeting of Members reports that, "The Board of Directors has no current plan to undertake a second step conversion transaction." [email protected]