TowneBank Completes Merger With Paragon Commercial Corporation
January 29 2018 - 4:20PM
Hampton Roads based TowneBank (NASDAQ:TOWN) announced that, at the
close of business on January 26, 2018, it completed the previously
announced merger with Paragon Commercial Corporation (“Paragon”)
and its wholly-owned bank subsidiary. Pursuant to the
previously announced terms of the merger, stockholders of Paragon
are entitled to receive 1.7250 shares of TowneBank common stock for
each share of Paragon common stock.
“We are pleased to welcome our friends at Paragon to the
TowneBank family as we take this exciting step forward together,”
said G. Robert Aston, Jr., Chairman and CEO of TowneBank.
“This combination of two great community banks will allow us to
better serve the financial needs of our customers, while also
providing the opportunity to enhance profitability and increase
shareholder value.”
On a pro forma combined basis giving effect to the merger as if
the transaction had occurred on September 30, 2017, TowneBank would
have approximately $10.5 billion in total assets.
Following the merger, TowneBank will operate in the Raleigh,
Charlotte, and Cary markets as Paragon Bank, a division of
TowneBank. Robert C. Hatley, former President and CEO of
Paragon, will continue in his role as the President and CEO of the
Paragon Division.
“Our staff, our clients, our Board of Directors and our
shareholders are extremely excited this day has come. The
combination of two outstanding banks, which are mirror images of
each other in their business models, the attention to detail, their
commitment to their staffs, their clients and their communities,
will create the best banking franchise in North Carolina and
Virginia,” said Hatley.
In connection with the completion of the merger, two Paragon
directors, Robert C. Hatley and Howard Jung, will join the Board of
Directors of TowneBank.
About TowneBank
As one of the top community banks in Virginia and North
Carolina, TowneBank operates 40 banking offices serving Chesapeake,
Chesterfield County, Glen Allen, Hampton, James City County,
Mechanicsville, Newport News, Norfolk, Portsmouth, Richmond,
Suffolk, Virginia Beach, Williamsburg, and York County in Virginia,
along with Raleigh, Cary, Charlotte, Moyock, Grandy, Camden County,
Southern Shores, Corolla and Nags Head in North Carolina.
Towne also offers a full range of financial services through its
controlled divisions and subsidiaries that include Towne Investment
Group, Towne Wealth Management, Towne Insurance Agency, Towne
Benefits, TowneBank Mortgage, TowneBank Commercial Mortgage,
Berkshire Hathaway HomeServices Towne Realty, Towne 1031 Exchange,
LLC, and Towne Vacations. Local decision-making is a hallmark
of its hometown banking strategy that is delivered through the
leadership of each group’s President and Board of Directors.
With total assets of $8.52 billion as of December 31,
2017, TowneBank is one of the largest banks headquartered in
Virginia. Based on financial data as of September 30, 2017
and reflecting the merger with Paragon, TowneBank would have total
assets of $10.5 billion, gross loans of $7.3 billion and
total deposits of $7.8 billion.
Forward-Looking Statements
Statements made in this release, other than those concerning
reported historical financial information, may be considered
forward-looking statements, which speak only as of the date of this
release, are based on current expectations, and involve a number of
assumptions. These include statements as to the anticipated
benefits of TowneBank’s merger with Paragon, 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. TowneBank 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. TowneBank’s
ability to predict results, or the actual effect of future plans or
strategies, is inherently uncertain. Factors which could have a
material effect on the operations and future prospects of TowneBank
include but are not limited to: the businesses of TowneBank and
Paragon may not be integrated successfully or such integration may
be more difficult, time-consuming or costly than expected; expected
revenue synergies and cost savings from the merger may not be fully
realized or realized within the expected timeframe; revenues
following the merger may be lower than expected; customer and
employee relationships and business operations may be disrupted by
the merger; changes in interest rates, general economic and
business conditions; legislative/regulatory changes; the monetary
and fiscal policies of the U.S. government, including policies of
the U.S. Treasury and the Board of Governors of the Federal Reserve
System; the quality and composition of the loan and securities
portfolios; demand for loan products; deposit flows; competition;
demand for financial services in TowneBank’s market areas; the
implementation of new technologies and the ability to develop and
maintain secure and reliable electronic systems; changes in the
securities markets; changes in accounting principles, policies and
guidelines; and other risk factors detailed from time to time in
filings made by TowneBank with the Federal Deposit Insurance
Corporation. TowneBank undertakes no obligation to update or
clarify these forward-looking statements, whether as a result of
new information, future events or otherwise.
For more information contact:G. Robert Aston,
Jr., Chairman and CEO, (757) 638-6780William B. Littreal, Chief
Strategy and Investor Relations Officer, (757) 638-6813
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