Abington Bancorp, Inc. Announces Special Stockholder Meeting Date.Business Editors ABINGTON, Mass.--(BUSINESS WIRE)--Feb. 23, 2004 Abington Bancorp, Inc. (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on NMS See NetWare Management System. : ABBK), parent company of Abington Savings Bank savings bank, financial institution that, until recently, performed only the following functions: receiving savings deposits of individuals, investing them, and providing a modest return to its depositors in the form of interest. , announced today that it will hold a Special Meeting of Stockholders on March 25, 2004 at 11:00 a.m., Eastern Time, at Abington's Corporate Headquarters, 97 Libbey Parkway, Weymouth, Massachusetts Weymouth is a city[1] in Norfolk County, Massachusetts, United States. As of the 2000 census, Weymouth had a total population of 53,988. Despite its city status, it is formally known as the Town of Weymouth. . At the special meeting, stockholders will be asked to consider and vote upon a proposal to approve an agreement and plan of merger pursuant to which Abington will merge with a wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. of Seacoast Financial Service Corporation. The record date for stockholders entitled to vote at the Special Meeting is February 5, 2004. As of the record date, the Company had 4,025,267 shares of common stock outstanding. On October 21, 2003, Abington Bancorp, Inc. and Seacoast Financial Services Corporation (SCFS SCFS School Christian Fellowships SCFS Seaman's Christian Friend Society ), New Bedford, Massachusetts New Bedford is a city in Bristol County, Massachusetts, located about 51 miles (82 kilometers) south of Boston, 28 miles (45 kilometers) southeast of Providence, Rhode Island, and about 12 miles (19 kilometers) east of Fall River. , jointly announced the execution of a definitive agreement whereby SCFS will acquire Abington. Under the terms of the agreement, each share of Abington common stock will be exchanged for $34 in cash or 1.4468 shares of SCFS common stock, subject to certain election and allocation procedures intended to ensure that 75% of Abington's shares will be exchanged for SCFS common stock and 25% for cash. The transaction is expected to be completed during the second quarter of 2004, subject to approval by Abington's stockholders and regulators of both companies. Seacoast and Abington have filed a registration statement on Form S-4/A containing a proxy statement/prospectus concerning the merger with the Securities and Exchange Commission on February 17, 2004. The proxy statement/prospectus was mailed to stockholders of Abington on or about February 20, 2004. Investors are urged to read the registration statement and any other documents filed with the SEC, as well as any amendments or supplements to those documents, because they contain (or will contain) important information. Investors are able to obtain those documents free of charge at the SEC's website, (http://www.sec.gov). In addition, documents filed with the SEC by Seacoast Financial can be obtained, without charge, by directing a request to Seacoast Financial Services Corporation, One Compass Place, New Bedford, Massachusetts 02740, Attn: James R. Rice, Senior Vice President, telephone (508) 984-6000. In addition, documents filed with the SEC by Abington can be obtained, without charge, by directing a request to Abington Bancorp, Inc. 97 Libbey Parkway, Weymouth, MA 02189, Attn: Corporate Secretary, telephone (781) 682-6400. WE URGE SHAREHOLDERS TO READ THESE DOCUMENTS, AS WELL AS ANY AMENDMENTS AND SUPPLEMENTS TO THOSE DOCUMENTS BECAUSE THEY CONTAIN (OR WILL CONTAIN) IMPORTANT INFORMATION. Abington and its directors and executive officers may be deemed to be participants in the solicitation of proxies in connection with the merger. About Abington Bancorp Abington Bancorp, Inc. is a one-bank holding company for Abington Savings Bank. Abington Savings Bank is a Massachusetts-chartered savings bank with offices in Abington, Boston (Dorchester), Brockton, Canton, Cohasset, Halifax, Hanover, Hanson, Holbrook, Hull, Kingston, Milton, Pembroke, Quincy, Randolph, Weymouth and Whitman. Its deposits are insured by the Federal Deposit Insurance Corporation Federal Deposit Insurance Corporation (FDIC), an independent U.S. federal executive agency designed to promote public confidence in banks and to provide insurance coverage for bank deposits up to $100,000. and Depositors Insurance Fund The Depositors Insurance Fund was created by the state government of Massachusetts in response to the large number of Massachusetts bank failures during the Great Depression. The Federal Deposit Insurance Corporation was inspired by this fund. . |
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