Special Meeting & Ballot
Notice of Meeting of the Members of River Trace Federal Credit Union
The Board of Directors of River Trace Federal Credit Union have called a special meeting of the members of this credit union at
Libbie Mill Library, 2100 Libbie Lake East St, Richmond, VA 23230 on October 30, 2019 at 10:00 a.m. to vote on a proposition to
merge River Trace Federal Credit Union with Call Federal Credit Union.
River Trace FCU’s members have long expressed interest in expanded services which we have neither the financial nor the human resources to provide, including expanded electronic services, additional branches, expanded hours, home equity lines of credit and more. By merging with Call Federal, River Trace members would become members of Call Federal Credit Union, and would enjoy all of these benefits.
Locations of merging and continuing credit union:
• River Trace Federal Credit Union’s main office at 6011 Staples Mill Road, Richmond, VA 23228 will remain open.
• Call Federal Credit Union has the following full-service branches in the Richmond area:
o 4605 Commerce Road, Richmond, VA 23234
o 10712 Iron Bridge Road, Chester, VA 23831
o 3640 Call Federal Drive, Midlothian, VA 23112
o 7217 Hancock Village Drive, Chesterfield, VA 23832
o 9397 Atlee Road, Mechanicsville, VA 23116
o 3660 Mayland Court, Henrico, VA 23233
• All locations except 4605 Commerce Road will be open on Saturday mornings.
The Boards of Directors and management of both credit unions enthusiastically support the merger. The Board of Directors of
River Trace Federal Credit Union encourages you to attend the meeting and vote on the proposed merger. Whether or not you
expect to attend the meeting, we urge you to sign, date and promptly return the enclosed ballot to vote on the proposed merger.
The purpose of this meeting is:
1. To consider and act upon a plan and proposal for merging River Trace Federal Credit Union with and into Call Federal Credit
Union (hereinafter referred to as the “Continuing Credit Union”), whereby all assets and liabilities of River Trace Federal Credit
Union will be merged with and into the Continuing Credit Union. All members of River Trace Federal Credit Union will become
members of the Continuing Credit Union and will be entitled to and will receive shares in the Continuing Credit Union for the
shares they own in River Trace Federal Credit Union on the effective date of the merger.
2. To ratify, confirm and approve the action of the Board of Directors in authorizing the officers of River Trace Federal Credit
Union, subject to the approval of members, to do all things and to execute all agreements, documents, and other papers
necessary to carry out the proposed merger.
If you wish to submit comments about the merger to share with other members, you may submit them to the National Credit
Union Administration (NCUA) via email at CUREMail@ncua.gov, via NCUA’s website at https://www.ncua.gov/support-services/
credit-union-resources-expansion/resources/comments-proposed-credit-union-mergers or via mail to National Credit Union
Administration, CURE Office, 1775 Duke Street, Alexandria, VA 22314. The NCUA will post comments received from members on
its website, along with the member’s name, subject to the limitations and requirements of its regulations.
Other Information Related to the Proposed Merger:
The Board of Directors has carefully evaluated and analyzed the assets and liabilities of the credit unions and the value of shares
in both credit unions. The financial statements of both credit unions, as well as the projected combined financial statement of the
continuing credit union, follow as separate documents. In addition, the following information applies to the proposed merger.
Reasons for merger: The Board of Directors has concluded that the proposed merger is desirable and in the best interests
of members. The credit union and financial services industries are becoming increasingly competitive. The merger with Call
Federal Credit Union is a proactive step by two financially sound credit unions to capitalize on their strengths and allow the continuing credit union to better meet the current and future needs of all members. It will provide additional branches and ATMs in the Richmond area, additional products and services, and synergies and cost-savings in many areas.
Net worth: The net worth of a merging credit union at the time of a merger transfers to the continuing credit union. River Trace Federal
Credit Union does not have a higher net worth ratio than Call Federal Credit Union.
Share adjustment or distribution: River Trace Federal Credit Union will not distribute a portion of its net worth to its members in the
merger. The board of directors has determined a share adjustment, or other distribution of River Trace Federal Credit Union’s net worth is
unnecessary after a Probable Asset/Share Analysis.
Please note that the proposed merger must have the approval of the majority of members who vote.
Enclosed with this Notice of Special Meeting is a Ballot for Merger Proposal. If you cannot attend the meeting, please complete the Ballot
and return it to Brown, Edwards & Company, L.L.P., 319 McClanahan Street, S.W., Roanoke, VA 24014. To be counted, your Ballot must be
received by October 30, 2019 at 9:00 am.