PNC BANK TO ACQUIRE UNITED FEDERAL BANCORP, INC.
PITTSBURGH, May 4 /PRNewswire/ -- PNC Bank Corp. (NYSE: PNC) and United Federal Bancorp, Inc. (NASDAQ: UFBK) of State College, Pa., today announced a definitive agreement for PNC Bank to acquire United Federal. Under terms of the agreement, each outstanding share of United Federal common stock will be exchanged for one share of PNC Bank common stock, or $32.50 per share in cash. The election to receive cash or stock is to be made by the board of directors of United Federal prior to submission of the transaction to its shareholders. United Federal has also granted PNC Bank an option to acquire up to 19.99 percent of United Federal's common stock. The transaction has an indicated value of approximately $166 million. The transaction is subject to approval by various regulatory agencies, United Federal Bancorp's stockholders and the board of directors of PNC Bank. Consummation of the transaction is expected to occur before the end of the year. In commenting on the transaction, Thomas H. O'Brien, chairman and chief executive officer of PNC Bank Corp., said, "PNC Bank will become the market-share leader in fast-growing Centre County and will bridge our existing markets across Pennsylvania. This transaction is consistent with our strategy of seeking in-market acquisitions that add shareholder value." Charles Rider, chairman of the board of United Federal Bancorp, Inc., said, "Becoming part of a well-capitalized, $51-billion banking organization will allow us to offer a broader array of products and services to better serve our customers and communities." United Federal, with total assets of approximately $900 million and shareholders' equity of $102 million at March 31, 1993, operates 15 branches as United Federal Savings Bank in Centre, Clearfield, Huntingdon, Franklin, Perry and Juniata counties. It also operat three branches in Lycoming County as the Founders Federal Division of United. Upon completion of the transaction, the branches of United Federal would comprise a separate market in Pennsylvania for PNC Bank, headquartered in State College, and managed by its local market president and chief executive officer Charles C. Pearson, Jr. Current plans are for the Williamsport market in Lycoming County to become a PNC Bank regional banking center, which will add Investment Management and Trust services to the Retail and Corporate Banking services already available there. PNC Bank is the 11th-largest banking organization in the United States, with $51.1 billion in assets at March 31, 1993, and more than 550 community banking offices throughout Pennsylvania, Delaware, Ohio, Kentucky and Indiana. PNC Bank's major lines of business include retail banking; corporate banking; investment management and trust; and investment banking. PNC Bank Corp. operates as PNC Bank in most of its Pennsylvania markets and in Kentucky and Ohio. Its CCNB Bank, Hershey Bank and First Bank and Trust in Southcentral Pennsylvania and Bank of Delaware in Delaware will change names to PNC Bank by the first quarter of 1994. PNC Bank Corp. is headquartered in Pittsburgh. /delval/ -0- 5/4/93 /CONTACT: Jonathan Williams, media, 412-762-4550, or at home, 412-257-3257, or William H. Callihan, investors, 412-762-8257, both of PNC Bank; or Charles C. Pearson, Jr., chief executive officer, or Donald L. Gross, chief operating officer, both of United Federal, 814-231-1668/ (PNC UFBK)
CO: PNC Bank Corp; PNC Bank; United Federal Bancorp ST: Pennsylvania IN: FIN SU: TNM
KC -- PG008 -- 4385 05/04/93 13:56 EDT
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|Date:||May 4, 1993|
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