Stockholders of MAF Bancorp and St. Francis Capital Corporation Approve Merger
26 November 2003 - 7:59PM
PR Newswire (US)
Stockholders of MAF Bancorp and St. Francis Capital Corporation
Approve Merger CLARENDON HILLS, Ill. and MILWAUKEE, Nov. 26
/PRNewswire-FirstCall/ -- MAF Bancorp, Inc. and St. Francis Capital
Corporation. jointly announced today that at special meetings of
stockholders held on November 25, 2003 and November 26, 2003, MAF
and St. Francis stockholders adopted and approved the Agreement and
Plan of Reorganization, dated as of May 20, 2003, by and among MAF
and St. Francis and the resulting merger of St. Francis with and
into MAF. Pursuant to the merger agreement, each share of St.
Francis common stock will be converted into the right to receive
0.79 shares of MAF common stock. Based on the closing price of MAF
common stock on November 25, 2003, the transaction has a current
value of $351 million in the aggregate and $34.55 per share of St.
Francis common stock. The transaction, which is subject to
customary closing conditions, is scheduled to close in early
December 2003. All required regulatory approvals for the merger
have been obtained. In connection with the merger, St. Francis'
bank subsidiary, St. Francis Bank, will be merged with and into Mid
America Bank, a wholly-owned subsidiary of MAF Bancorp. The merger
of the banks will provide Mid America Bank with 23 branch locations
in Milwaukee and its suburbs, bringing Mid America's total branch
network to 66 banking offices in the greater Chicago and Milwaukee
areas. MAF is the parent company of Mid America Bank, a federally
chartered stock savings bank headquartered in Clarendon Hills, IL.
At September 30, 2003 the Company had assets of $6.7 billion,
deposits of $4.3 billion and stockholders' equity of $616 million.
The Bank currently operates a network of 43 retail banking offices
primarily in Chicago and its western suburbs. MAF's common stock
trades on the Nasdaq Stock Market under the symbol MAFB. St.
Francis is the holding company for St. Francis Bank, a federally
chartered stock savings bank headquartered in Brookfield, WI. At
September 30, 2003, St. Francis had assets of $2.2 billion,
deposits of $1.4 billion, and stockholders' equity of $194 million.
St. Francis' common stock trades on the Nasdaq Stock Market under
the symbol STFR. Forward-Looking Information Statements contained
in this news release that are not historical facts constitute
forward-looking statements (within the meaning of Section 21E of
the Securities Exchange Act of 1934, as amended), which involve
significant risks and uncertainties. MAF and St. Francis intend
such forward-looking statements to be covered by the safe harbor
provisions for forward-looking statements contained in the Private
Securities Litigation Reform Act of 1995, and are including this
statement for purposes of invoking these safe harbor provisions.
Factors which could have an effect on the timing of the closing of
the merger of St. Francis into MAF include, but are not limited to,
unanticipated developments that could have a material adverse
effect on MAF or St. Francis or unexpected developments affecting
MAF's or St. Francis' ability to satisfy any conditions to closing.
DATASOURCE: MAF Bancorp, Inc.; St. Francis Capital Corporation
CONTACT: Allen H. Koranda, Chairman and Chief Executive Officer, or
Jerry A. Weberling, EVP and Chief Financial Officer, both of MAF
Bancorp, Inc., +1-630-887-5999; or Thomas R. Perz, Chairman and
Chief Executive Officer, or Jon D. Sorenson, EVP and Chief
Financial Officer, both of St. Francis Capital Corporation,
+1-262-787-8716 Web site: http://www.mafbancorp.com/
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