On April 25, 2016, the Company and OceanFirst Financial Corp.
(OceanFirst) issued a joint press release announcing the receipt of Company shareholder approval and OceanFirst shareholder approval, respectively. The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and
incorporated herein by reference.
Forward Looking Statement Disclaimer
This communication contains estimates, predictions, opinions, projections and other forward-looking statements as that phrase is defined in the
Private Securities Litigation Reform Act of 1995. Such statements include, without limitation, references to OceanFirsts and Capes predictions or expectations of future business or financial performance as well as their respective goals
and objectives for future operations, financial and business trends, business prospects, and managements outlook or expectations for earnings, revenues, expenses, capital levels, liquidity levels, asset quality or other future financial or
business performance, strategies or expectations. Forward-looking statements are typically identified by words such as believe, expect, anticipate, intend, target estimate,
continue, positions, prospects or potential, by future conditional verbs such as will, would, should, could or may, or by variations of such
words or by similar expressions. Such forward-looking statements are based on various assumptions (some of which may be beyond OceanFirsts and Capes control) and are subject to risks and uncertainties (which change over time) and other
factors which could cause actual results to differ materially from those currently anticipated.
In addition to factors previously disclosed in the
Proxy Statement/Prospectus, as well as in OceanFirsts and Capes reports filed with the SEC, and those identified elsewhere in this document, the following factors among others, could cause actual results to differ materially from
forward-looking statements or historical performance: ability to fulfill customary closing conditions to the Merger on the expected terms and schedule, including the requisite approval by Capes shareholders and the requisite approval by
OceanFirsts shareholders; delay in closing the Merger; difficulties and delays in integrating the Cape business or fully realizing cost savings and other benefits; business disruption following the Merger; changes in asset quality and credit
risk; the inability to sustain revenue, and earnings growth; changes in interest rates and capital markets; inflation; customer acceptance of OceanFirst products and services; customer borrowing, repayment, investment and deposit practices; customer
disintermediation; the introduction, withdrawal, success and timing of business initiatives; competitive conditions; the inability to realize cost savings or revenues or to implement integration plans and other consequences associated with mergers,
acquisitions and divestitures; economic conditions; and the impact, extent and timing of technological changes, capital management activities, and other actions of the Federal Reserve Board and legislative and regulatory actions and reforms.
Additional Information about the Merger
This Current Report on Form 8-K is being filed in respect of the proposed Merger involving OceanFirst and Cape. This material is not a solicitation of
any vote or approval of OceanFirsts or Capes stockholders and is not a substitute for the Proxy Statement/Prospectus or any other documents which OceanFirst and Cape may send to their respective stockholders in connection with the
proposed Merger. This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities.
Before making any voting or investment decision, the respective investors and stockholders of OceanFirst and Cape are
urged to
carefully read this document in conjunction with the entire Proxy Statement/Prospectus that OceanFirst and Cape have mailed to their respective stockholders.
Copies of the Proxy
Statement/Prospectus may be obtained free of charge at the SECs web site at http://www.sec.gov, or by directing a request to OceanFirst Financial Corp., 975 Hooper Avenue, Toms River, New Jersey 08753, Attn: Jill Apito
Hewitt, Senior Vice President and Investor Relations Officer or Cape Bancorp, Inc., 225 North Main Street, Cape May Court House, New Jersey 08210, Attn: Michael D. Devlin, President and Chief Executive Officer.