Capital Crossing Bank Shareholders Adopt Merger Agreement with Lehman Brothers Bank
23 Januar 2007 - 6:30PM
Business Wire
Capital Crossing Bank (Nasdaq: CAPX) today announced that its
shareholders voted to adopt the agreement and plan of merger
pursuant to which Lehman Brothers Bank, FSB, a subsidiary of Lehman
Brothers, the global investment bank, will acquire Capital
Crossing. At a special meeting of shareholders held earlier today,
the holders of at least two thirds of Capital Crossing�s common
stock outstanding and entitled to vote at the meeting approved the
adoption of the merger agreement. The merger is also subject to
regulatory and governmental approvals, including those of the
Office of Thrift Supervision, the Federal Deposit Insurance
Corporation, the Massachusetts Commissioner of Banks, the
Massachusetts Board of Bank Incorporation. The merger is also
subject to a determination from the Board of Governors of the
Federal Reserve System that the requirements under the Bank Holding
Company Act of 1956, as amended, do not apply to Lehman Brothers
Bank by virtue of its momentary ownership of Capital Crossing as a
stand-alone bank prior to its merger into Lehman Brothers Bank. In
November 2006, the Board of Governors of the Federal Reserve System
determined that the requirements under the Bank Holding Company Act
do not apply to Lehman Brothers Bank in the case of this
transaction. Earlier in January, Lehman Brothers Bank received the
necessary approvals from the OTS and the FDIC. On January 22, 2007,
a public hearing was held before the Massachusetts Board of Bank
Incorporation pursuant to notice duly given. Pursuant to the merger
agreement, following approval of the transaction by the
Massachusetts Commissioner of Banks and the Massachusetts Board of
Bank Incorporation, the acquisition is expected to be completed
within two business days. About Capital Crossing Bank Capital
Crossing Bank is a Massachusetts-chartered, FDIC-insured trust
company with $1.1 billion in assets as of September 30, 2006.
Capital Crossing operates as a commercial bank, providing financial
products and services to customers through its executive and main
offices in Boston, its website at www.capitalcrossing.com, and
through its leasing subsidiary Dolphin Capital Corp. located in
Moberly, Missouri. Capital Crossing is a value-oriented investor in
whole loans and loan portfolios generally secured by commercial,
multi-family and one-to-four family residential real estate and
other business assets. About Lehman Brothers Lehman Brothers
(ticker symbol: LEH), an innovator in global finance, serves the
financial needs of corporations, governments and municipalities,
institutional clients, and high net worth individuals worldwide.
Founded in 1850, Lehman Brothers maintains leadership positions in
investment banking, equity and fixed income sales, trading and
research, private investment management, asset management and
private equity. The Firm is headquartered in New York, with
regional headquarters in London and Tokyo, and operates in a
network of offices around the world. For further information about
Lehman Brothers� services, products and recruitment opportunities,
visit the Firm�s Web site at www.lehman.com. This press release
contains a number of forward-looking statements concerning Capital
Crossing's current expectations regarding Lehman Brothers Bank�s
acquisition of Capital Crossing and the expected timetable for
completing the transaction. Any statements that are not statements
of historical fact (including statements containing the words
"believes," "plans," "anticipates," "expects," "estimates,"
"intends," "may," "projects," "will," "would," and similar
expressions) should also be considered to be forward-looking
statements. There are a number of important factors that could
cause actual results or events to differ materially from those
indicated by such forward-looking statements, including: Capital
Crossing's ability to successfully acquire loans at the same volume
and the same yields as it has historically, changes in interest
rates that adversely affect its business, the level of
transactional income realized by Capital Crossing as a result of
loan and lease payoffs and the sale of real estate and loans,
Capital Crossing's ability to successfully diversify its asset
base, the level of Capital Crossing's non-performing assets,
Capital Crossing's ability to successfully conduct its leasing
business, general economic conditions in Capital Crossing's
markets, as well as those other factors detailed under "Item 1A.
Risk Factors" in Part II of Capital Crossing's Quarterly Report on
Form 10-Q for the quarterly period ended September 30, 2006, which
important factors are incorporated herein by this reference.
Capital Crossing disclaims any intention or obligation to update
any forward-looking statements as a result of developments
occurring after the date of this press release.
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