Community Trust Bancorp, Inc. Announces Termination of Merger Agreement with Eagle Fidelity, Inc.
August 14 2007 - 4:36PM
Business Wire
Community Trust Bancorp, Inc. (Nasdaq: CTBI) announced today that
it has terminated its Agreement and Plan of Merger dated May 31,
2007 with Eagle Fidelity, Inc. On August 10, 2007, CTBI was
informed that the Eagle Board of Directors had determined that a
third party had made a �superior proposal� for the acquisition of
Eagle. CTBI�s Board of Directors determined that it would not
increase the consideration under the merger agreement. CTBI has
requested payment of the maximum termination fee under the merger
agreement of $1.25 million. Jean R. Hale, Chairman, President and
Chief Executive Officer of CTBI, stated, �Our Board of Directors�
decision to terminate the merger agreement is consistent with
CTBI�s disciplined approach to acquisitions. CTBI does not pursue
acquisitions which would be unduly dilutive to earnings. However,
CTBI remains committed to growth both through acquisitions and
denovo branching. CTBI considers its stock a good investment and
anticipates that it will begin repurchasing shares under its
existing stock repurchase authorization.� Forward-Looking
Statements Certain of the statements contained herein that are not
historical facts are forward-looking statements within the meaning
of the Private Securities Litigation Reform Act. CTBI�s actual
results may differ materially from those included in the
forward-looking statements. Forward-looking statements are
typically identified by words or phrases such as �believe,�
�expect,� �anticipate,� �intend,� �estimate,� �may increase,� �may
fluctuate,� and similar expressions or future or conditional verbs
such as �will,� �should,� �would,� and �could.� These
forward-looking statements involve risks and uncertainties
including, but not limited to, economic conditions, portfolio
growth, the credit performance of the portfolios, including
bankruptcies, and seasonal factors; changes in general economic
conditions including the performance of financial markets, the
performance of coal and coal related industries, prevailing
inflation and interest rates, realized gains from sales of
investments, gains from asset sales, and losses on commercial
lending activities; results of various investment activities; the
effects of competitors� pricing policies, of changes in laws and
regulations on competition and of demographic changes on target
market populations� savings and financial planning needs; industry
changes in information technology systems on which we are highly
dependent; failure of acquisitions to produce revenue enhancements
or cost savings at levels or within the time frames originally
anticipated or unforeseen integration difficulties; the adoption by
CTBI of an FFIEC policy that provides guidance on the reporting of
delinquent consumer loans and the timing of associated credit
charge-offs for financial institution subsidiaries; and the
resolution of legal proceedings and related matters. In addition,
the banking industry in general is subject to various monetary and
fiscal policies and regulations, which include those determined by
the Federal Reserve Board, the Federal Deposit Insurance
Corporation, and state regulators, whose policies and regulations
could affect CTBI�s results. These statements are representative
only on the date hereof, and CTBI undertakes no obligation to
update any forward-looking statements made. Community Trust
Bancorp, Inc., with assets of $3.0 billion, is headquartered in
Pikeville, Kentucky and has 74 banking locations across eastern,
northeast, central, and south central Kentucky, five banking
locations in southern West Virginia, and five trust offices across
Kentucky.
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