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Citizens Bank Extends Expiration Date of Tender Offer for All Outstanding Shares of American Bank & Trust Parent.


Business Editors

FROSTPROOF, Fla.--(BUSINESS WIRE)--July 25, 2003

Citizens Bank of Frostproof

Highlights of Extension:

-- Citizens Bank of Frostproof has extended its offer and right

to withdraw tendered shares of American Banking Corporation,

the parent of American Bank & Trust, for 10 business days,

until midnight, August 8, 2003. Citizens reserves the right to

extend the new expiration date Expiration Date

The day on which an options or futures contract is no longer valid and, therefore, ceases to exist.

Notes:
The expiration date for all listed stock options in the U.S.
.

-- Citizens Bank has extended the offer as a result of American's

Board of Directors announcing on July 23 that they will

explore opportunities in the marketplace with compatible

financial institutions.

-- All American shareholders will be mailed a brief document that

explains the offer extension; instructions for tendering

shares remain unchanged and shareholders that have already

tendered shares are entitled en·ti·tle  
tr.v. en·ti·tled, en·ti·tling, en·ti·tles
1. To give a name or title to.

2. To furnish with a right or claim to something:
 to receive $45 in cash per share

for their shares on the terms and conditions of Citizens

offer.

Citizens Bank of Frostproof (Citizens), a privately held bank serving the communities of Frostproof, Lake Wales Wales, Welsh Cymru, western peninsula and political division (principality) of Great Britain (1991 pop. 2,798,200), 8,016 sq mi (20,761 sq km), west of England; politically united with England since 1536. The capital is Cardiff. , and Haines City, Florida Haines City is a city in Polk County, Florida, United States. The population was 13,174 at the 2000 census. As of 2004, the population recorded by the U.S. Census Bureau is 14,530 [1]. Haines City is the third most populated city in Polk County, Florida. , today announced it has extended the expiration date of its unsolicited un·so·lic·it·ed  
adj.
Not looked for or requested; unsought: an unsolicited manuscript; unsolicited opinions.


unsolicited
Adjective
 offer to purchase all of the outstanding shares of common stock of American Banking Corporation (American), the parent of American Bank & Trust, a bank located in Lake Wales, Florida Lake Wales is a city in Polk County, Florida, United States. The population was 10,194 at the 2000 census. As of 2004, the population recorded by the U.S. Census Bureau is 11,802 [1]. The center of population of Florida is located in Lake Wales [2]. . The offer will be extended for 10 business days, from midnight on July 25, 2003, to midnight on August 8, 2003.

On July 16, Citizens increased its offer to $45 per share in cash from $40 per share in cash for each share of American's common stock. Citizens has already purchased or agreed to purchase approximately 12% of American's outstanding shares for prices between $35 and $40 per share. The total value for American based on the increased offer would exceed $19.9 million.

Citizens Extends Expiration Date For Tender Offer As A Result Of American's Board of Directors Announcing Willingness To Explore Arrangements With Compatible Financial Institutions.

"We are extremely pleased that American's Board of Directors has informed their shareholders that they are now exploring arrangements with compatible financial institutions," said Greg Littleton, president of Citizens Bank of Frostproof. "As a result of American's announcement to their shareholders on July 23rd, we feel it is essential to extend the expiration date of our offer. We believe our increased offer of $45 per share in cash is an extremely good offer, and one that American's Board should seriously consider on behalf of their shareholders. We look forward to discussing all possibilities with American's Board and to receiving the information that American is furnishing to interested parties."

Amendment To Offer Expiration EXPIRATION. Cessation; end. As, the expiration of, a lease, of a contract, or statute.
     2. In general, the expiration of a contract puts an end to all the engagements of the parties, except to those which arise from the non- fulfillment of obligations created
 Document Furnished fur·nish  
tr.v. fur·nished, fur·nish·ing, fur·nish·es
1. To equip with what is needed, especially to provide furniture for.

2.
 to Shareholders

All American shareholders will be furnished an amendment to the Offer to Purchase, which describes the extension of the offer. Other documents previously furnished include instructions for tendering their shares if they desire to participate in the offer. These materials described the full terms and conditions of the tender offer and procedures for shareholders to respond to the offer by tendering their shares. Shareholders that have already tendered their shares are not required to complete and return any additional documents. Tendered shares will be purchased for the revised offer of $45 per share in cash upon successful closing of the tender offer. The extended offer is subject to the same customary conditions, including regulatory approval, a majority of American's shares on a fully diluted di·lute  
tr.v. di·lut·ed, di·lut·ing, di·lutes
1. To make thinner or less concentrated by adding a liquid such as water.

2. To lessen the force, strength, purity, or brilliance of, especially by admixture.
 basis being tendered and not withdrawn, the absence of material adverse change, and elimination of legal obstacles to completion of the offer.

About Citizens Bank of Frostproof

Now in its third generation of family ownership, Citizens Bank of Frostproof has served its communities for over 80 years, and remains locally owned and operated. Citizens Bank was started in 1920 by Latt Maxcy and a group of local citizens, and managed for nearly five decades by his brother, John Maxcy. This community-based, industry-driven bank is one of the forces that has pulled many family businesses through tough times in Polk County Polk County is the name of twelve counties in the United States, all except two named after president of the United States James Knox Polk:
  • Polk County, Arkansas
  • Polk County, Florida
  • Polk County, Georgia
  • Polk County, Iowa
  • Polk County, Minnesota
 for over eight decades. Citizens Bank is primarily engaged in banking and lending services, originating primarily one- to four-family residential mortgage loans, home equity loans, consumer loans, commercial and multi-family real estate, and commercial business loans. Its deposits are insured up to applicable limits by the FDIC FDIC

See: Federal Deposit Insurance Corporation


FDIC

See Federal Deposit Insurance Corporation (FDIC).
. As of May 31, 2003, Citizens Bank had total assets of $115,719,655, deposits of $87,054,444, and shareholders' equity Shareholders' Equity

A firms' total assets minus its total liabilities. Equivalently, it is share capital plus retained earnings minus treasury shares. Shareholders' equity is the amount by which a company is financed through common and preferred shares.
 of $18,397,551.

This press release is for informational purposes only and is not an offer to buy or the solicitation solicitation

In criminal law, the act of asking, inducing, or directing someone to commit a crime. The person soliciting another becomes an accomplice to the crime. The term also refers to the act of obtaining bribes, as well as to the crime of a prostitute who offers sexual
 of an offer to sell any shares. The solicitation and the offer to buy American's common stock are made pursuant to an Offer to Purchase and related materials that Citizens has furnished to shareholders, as those documents have been amended a·mend  
v. a·mend·ed, a·mend·ing, a·mends

v.tr.
1. To change for the better; improve: amended the earlier proposal so as to make it more comprehensive.

2.
. Shareholders should read these materials carefully because they contain important information, including the terms and conditions of the offer.
COPYRIGHT 2003 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2003, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Date:Jul 25, 2003
Words:794
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