Sovereign & First State merger to close first quarter 1997 exchange ratio lowered.WYOMISSING, Pa.--(BUSINESS WIRE)--Nov. 26, 1996--Sovereign Bancorp Inc. ("Sovereign") (NASDAQ/NMS:SVRN), parent company of Sovereign Bank and First State Financial Services The examples and perspective in this article or section may not represent a worldwide view of the subject. Please [ improve this article] or discuss the issue on the talk page. ("First State") (NASDAQ/NMS:FSFI FSFI Female Sexual Function Index FSFI Federazione fra le Società Filateliche Italiane (Italian: Federation of the Italian Philatelic Societies) ), parent company of First DeWitt DeWitt is the name of some places in the United States of America:
The Amendment follows completion of Sovereign's detailed review of First State's asset quality, and provides for a price adjustment in exchange for Sovereign's agreement to eliminate certain termination rights in the Definitive Agreement. Under the terms of the Amendment, First State shareholders would receive the greater of $14.75 in Sovereign common stock or 1.225 shares of Sovereign common stock for each outstanding share of First State. Previously, the exchange ratio was fixed at 1.29 shares if Sovereign's stock price was greater than $11.45. First State shareholders retain the right to terminate the Definitive Agreement if the average price of Sovereign is below $8.00 per share. The Amendment also eliminates certain termination rights previously held by Sovereign which were specific as to the asset quality of First State. Jay S. Sidhu, Sovereign's president and chief executive officer stated, "The addition of First State customers will add meaningful size to Sovereign's core businesses and First State's existing franchise will fit very well with our current retail network." "Our loyal customer base will be well-served by the Sovereign franchise and we are looking forward to becoming a part of this dynamic company," added Michael J. Quigley, III, chairman, president and chief executive officer of First State. Quigley further commented, "We believe that the merger Amendment, which was approved unanimously by First State's Board of Directors, is in the best interests of First State's shareholders." The merger is subject to approval of various regulatory agencies regulatory agency Independent government commission charged by the legislature with setting and enforcing standards for specific industries in the private sector. The concept was invented by the U.S. and the shareholders of First State. Sovereign anticipates that the transaction will close early in the first quarter of 1997 and will be accounted for as a pooling-of-interests. Sovereign is a $9.4 billion holding company based in Wyomissing, and is the fourth largest financial institution headquartered in Pennsylvania Pennsylvania (pĕnsəlvā`nyə), one of the Middle Atlantic states of the United States. It is bordered by New Jersey, across the Delaware River (E), Delaware (SE), Maryland (S), West Virginia (SW), Ohio (W), and Lake Erie and New York with 122 Community Banking Offices operating in Eastern Pennsylvania, Northern Delaware Delaware, state, United States Delaware (dĕl`əwâr, –wər), one of the Middle Atlantic states of the United States, the country's second smallest state (after Rhode Island). and New Jersey. First State is a $660 million financial institution headquartered in West Caldwell West Caldwell, borough (1990 pop. 10,422), Essex co., NE N.J., a residential suburb of Newark and New York City; inc. 1904. It has some light manufacturing. , N.J. with 14 branch offices located in Essex and four other Central and Northern New Jersey counties. On Monday, Nov. 25, 1996, Sovereign's common stock closed at $13.625, its convertible preferred stock Convertible Preferred Stock Preferred stock that includes an option for the holder to convert the preferred shares into a fixed number of common shares, usually anytime after a predetermined date. Also known as "convertible preferred shares". closed at $70.375 and First State's common stock closed at $14.75. CONTACT: Sovereign Bancorp, Wyomissing Karl D. Gerhart, 610/320-8437 Mark R. McCollom, 610/208-6426 Linda Hagginbothom, 610/320-8498 |
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