On March 7, 2019, American National Bankshares Inc. (American) and HomeTown Bankshares Corporation (HomeTown)
issued a joint press release announcing the receipt of regulatory approvals from the Office of the Comptroller of the Currency, the Federal Reserve Bank of Richmond, and the Virginia State Corporation Commission to move forward with the proposed
merger of HomeTown with and into American. The press release is attached as Exhibit 99.1 and is incorporated herein by reference.
Additional
Information About the Merger and Where to Find It
In connection with the proposed merger, American has filed with the Securities
and Exchange Commission (the SEC) a registration statement on Form
S-4
to register the shares of American common stock to be issued to the shareholders of HomeTown. The registration statement
includes a joint proxy statement/prospectus, which was first mailed to the shareholders of American and HomeTown on or about February 13, 2019. In addition, each of American and HomeTown may file other relevant documents concerning the proposed
merger with the SEC.
WE URGE INVESTORS AND SECURITY HOLDERS TO READ THE REGISTRATION STATEMENT ON FORM
S-4
AND THE JOINT PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED MERGER BECAUSE THEY
WILL CONTAIN IMPORTANT INFORMATION ABOUT AMERICAN, HOMETOWN AND THE PROPOSED TRANSACTION. Investors and security holders may obtain free copies of these documents through the website maintained by the SEC at
www.sec.gov
. Free copies of the
joint proxy statement/prospectus also may be obtained by directing a request by telephone or mail to American National Bankshares Inc., 628 Main Street, Danville, Virginia 24541, Attention: Investor Relations (telephone:
(434) 792-5111)
or HomeTown Bankshares Corporation, 202 South Jefferson Street, Roanoke, Virginia 24011, Attention: Investor Relations (telephone: (540)
345-6000)
or by
accessing Americans website at
www.amnb.com
under Investors Financial Documents Documents/Filings or HomeTowns website at
www.hometownbank.com
under Investors Investor Relations
SEC Filings. The information on Americans and HomeTowns websites is not, and shall not be deemed to be, a part of this Current Report on Form
8-K
or incorporated into other filings either
company makes with the SEC.
American, HomeTown and their respective directors, executive officers and members of management may be deemed
to be participants in the solicitation of proxies from the shareholders of American and HomeTown in connection with the merger. Information about the directors and executive officers of American is set forth in the proxy statement for
Americans 2018 annual meeting of shareholders filed with the SEC on April 12, 2018. Information about the directors and executive officers of HomeTown is set forth in the proxy statement for HomeTowns 2018 annual meeting of
shareholders filed with the SEC on April 5, 2018. Additional information regarding the interests of these participants and other persons who may be deemed participants in the merger may be obtained by reading the joint proxy
statement/prospectus.
Caution Regarding Forward-Looking Statements
Statements made in this Current Report on Form
8-K,
other than those concerning historical financial
information, may be considered forward-looking statements, which speak only as of the date of this report and are based on current expectations and involve a number of assumptions. These include statements as to the anticipated benefits of the
merger, including future financial and operating results, cost savings and enhanced revenues that may be realized from the merger as well as other statements of expectations regarding the merger and any other statements regarding future results or
expectations. Each of American and HomeTown intends 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 is including this
statement for purposes of these safe harbor provisions. The companies respective abilities to predict results, or the actual effect of future plans or strategies, is inherently uncertain. Factors that could have a material effect on the
operations and future prospects of each of
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