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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