Tower and First Chester Announce Efforts Towards Completion of Acquisition in the Third Quarter of 2010
24 Mai 2010 - 6:05PM
Business Wire
Tower Bancorp, Inc. (“Tower”) (NASDAQ: TOBC) and First Chester
County Corporation (“First Chester”) (NASDAQ: FCEC) today jointly
announced that their management teams and employees continue to
work towards accomplishing the necessary steps to complete Tower’s
proposed acquisition of First Chester. The proposed acquisition has
been approved by the Pennsylvania Department of Banking and the
Federal Deposit Insurance Corporation (“FDIC”).
As previously disclosed, First Chester is currently in the
process of completing the restatement of its financial statements
contained in its Quarterly Reports on Form 10-Q for the quarters
ended March 31, 2009, June 30, 2009 and September 30, 2009, as well
as completing its Annual Report on Form 10-K for the year ended
December 31, 2009 and its Quarterly Report on Form 10-Q for the
quarter ended March 31, 2010. First Chester is working diligently
to complete and file the restatements, the Form 10-K and the Form
10-Q as soon as practicable.
Due to these unforeseen delays, it is now anticipated that the
transaction will be completed during the third quarter of 2010. The
transaction remains subject to approval by the Federal Reserve
Board and the shareholders of both Tower and First Chester, as well
as the satisfaction of other closing conditions. After First
Chester’s filings with the SEC have been completed, Tower intends
to file with the Securities and Exchange Commission a registration
statement on Form S-4, which will include a joint proxy
statement indicating the time and date of the shareholder meetings
for each of Tower and First Chester.
“Tower remains very confident and excited about this acquisition
as a continuation of our strategy to selectively expand our
geographic footprint in contiguous markets with long-term growth
potential,” said Tower Chairman and Chief Executive Officer Andrew
S. Samuel. John A. Featherman III, Chairman, President and Chief
Executive Officer of First Chester added, “Although we have had to
deal with some unforeseen delays, both First Chester and Tower
remain committed to completing this transaction. Integration
preparations are proceeding very well as employees of both
organizations are putting forth tremendous effort to ensure that
our customers and communities continue to experience the highest
level of service and commitment throughout this process.”
Additional Information About
the Merger
The proposed transaction will be submitted to the shareholders
of First Chester and Tower for their consideration and approval. In
connection with the proposed transaction, Tower will be filing with
the Securities and Exchange Commission (the “SEC”) a registration
statement on Form S-4 which will include a joint proxy
statement/prospectus and other relevant documents to be distributed
to the shareholders of Tower and First Chester. Investors are urged
to read the registration statement and the joint proxy
statement/prospectus regarding the proposed transaction when it
becomes available and any other relevant documents filed with the
SEC, as well as any amendments or supplements to those documents,
because they will contain important information.
Investors will be able to obtain a free copy of the joint proxy
statement/prospectus, as well as other filings containing
information about Tower and First Chester, free of charge from the
SEC’s website (www.sec.gov),
by contacting Tower Bancorp, Inc., 112 Market Street,
Harrisburg, Pennsylvania 17101, Attention: Brent Smith, Investor
Relations, telephone 717-724-4666 or by contacting First Chester
County Corporation, 9 North High Street, West Chester, Pennsylvania
19381, Attention: John Stoddart, Investor Relations, telephone
484-881-4141. INVESTORS SHOULD READ THE JOINT PROXY
STATEMENT/PROSPECTUS AND OTHER DOCUMENTS TO BE FILED WITH THE SEC
CAREFULLY BEFORE MAKING A DECISION CONCERNING THE TRANSACTION.
Tower, First Chester and their respective directors, executive
officers, and certain other members of management and employees may
be soliciting proxies from Tower and First Chester shareholders in
favor of the transaction. Information regarding the persons who
may, under the rules of the SEC, be considered participants in
the solicitation of the Tower and First Chester shareholders in
connection with the proposed transaction will be set forth in the
joint proxy statement/prospectus when it is filed with the SEC. You
can find information about Tower’s executive officers and directors
in its most recent proxy statement filed with the SEC, which is
available at the SEC’s Internet site (www.sec.gov). Information about First
Chester’s executive officers and directors is set forth in its most
recent proxy statement filed with the SEC, which is available at
the SEC’s Internet site. You can also obtain free copies of these
documents from Tower or First Chester, as appropriate, using the
contact information above.
This document is not an offer to sell shares of Tower’s
securities which may be issued in the proposed transaction. Such
securities are offered only by means of the joint proxy
statement/prospectus referred to above.
About Tower Bancorp, Inc.
Tower Bancorp, Inc. is the parent company of Graystone Tower
Bank, a full-service community bank operating 27 branch offices in
central Pennsylvania and Maryland through two divisions, Graystone
Bank and Tower Bank. With total assets of approximately $1.5
billion, the company's unparalleled competitive advantage is its
300 employees and a strong corporate culture paired with a clear
vision that provides customers with uncompromising service and
individualized solutions to every financial need. Tower Bancorp
Inc.'s common stock is listed on the NASDAQ Global Market under the
symbol “TOBC.” More information about Tower Bancorp, Inc. and its
divisions can be found on the internet at www.yourtowerbank.com, www.graystonebank.com and www.towerbancorp.com.
About First Chester County Corporation
First Chester County Corporation and its wholly owned
subsidiary, First National Bank of Chester County, is a financial
institution with $1.3 billion in assets and with 23 branch offices
located in Chester, Delaware, Lancaster and Cumberland counties.
Founded in 1863, First National Bank of Chester County is the
eighth oldest national bank in the country. First National provides
quality financial services to individuals, businesses, government
entities, non profit organizations, and community service groups.
Wealth Management and Trust Services are provided through First
National Wealth Management, a division of First National Bank of
Chester County. For more information, visit www.1nbank.com.
Mortgage services are provided through American Home Bank, a
division of First National Bank of Chester County. American Home
Bank (AHB) has multiple national delivery channels in the retail
and wholesale mortgage arena as well as joint venture mortgage
partnerships with builders and systems-built manufacturers. For
more information visit www.bankahb.com.
Safe Harbor for Forward-Looking Statements
This document may contain forward-looking statements as defined
in the Private Securities Litigation Reform Act of 1995. Actual
results and trends could differ materially from those set forth in
such statements due to various risks, uncertainties and other
factors. Such risks, uncertainties and other factors that could
cause actual results and experience to differ from those projected
include, but are not limited to, the following: ineffectiveness of
the company's business strategy due to changes in current or future
market conditions; the effects of competition, and of changes in
laws and regulations, including industry consolidation and
development of competing financial products and services; interest
rate movements; changes in credit quality; inability to achieve
merger-related synergies; difficulties in integrating distinct
business operations, including information technology difficulties;
volatilities in the securities markets; and deteriorating economic
conditions, and other risks and uncertainties, including those
detailed in Tower Bancorp, Inc.'s and First Chester County
Corporation’s filings with the Securities and Exchange Commission
(SEC).
First Chester County Corp. (MM) (NASDAQ:FCEC)
Historical Stock Chart
Von Okt 2024 bis Nov 2024
First Chester County Corp. (MM) (NASDAQ:FCEC)
Historical Stock Chart
Von Nov 2023 bis Nov 2024