LNB Bancorp, Inc. Shareholders Vote to Approve Merger with Northwest Bancshares Inc.
June 16 2015 - 2:54PM
Business Wire
LNB Bancorp, Inc. (NASDAQ: LNBB) (“LNB” or the “Company”) today
announced that its shareholders have voted to approve the
previously announced merger of LNB with Northwest Bancshares
Inc.
“I am pleased to report that our shareholders have approved the
merger with Northwest, with 80% of the outstanding common shares in
favor of the merger proposal,” commented Daniel E. Klimas,
president & CEO of Lorain National Bank.
As announced previously on December 15, 2014, under the terms of
the Merger Agreement, LNB Bancorp Inc. shareholders will be
entitled to elect to receive either 1.461 shares of Northwest
Bancshares, Inc. common stock or $18.70 in cash for each common
share of LNB Bancorp, Inc., subject to an overall allocation of
exchanged shares into 50% cash and 50% stock.
Shareholders can expect to receive election forms in July.
The companies expect to complete the merger on August 14, 2015,
subject to the satisfaction of customary closing conditions. All
regulatory approvals have been received.
The companies expect to begin providing information in July to
LNB customers regarding the integration of LNB’s deposit and loan
system and the conversion of LNB’s branches to Northwest Bank’s
operating platform. Both are anticipated to be completed over the
weekend of August 14, 2015, subject to completion of the
merger.
About LNB Bancorp, Inc.
LNB Bancorp, Inc. is a $1.27 billion bank holding company. Its
major subsidiary, The Lorain National Bank, is a full-service
commercial bank, specializing in commercial, personal banking
services, residential mortgage lending and investment and trust
services. The Lorain National Bank and its Morgan Bank division
serve customers through 21 retail-banking locations and 30 ATMs in
Lorain, Erie, Cuyahoga and Summit counties. North Coast Community
Development Corporation is a wholly owned subsidiary of The Lorain
National Bank. For more information about LNB Bancorp, Inc., and
its related products and services or to view its filings with the
Securities and Exchange Commission, visit us at
http://www.4lnb.com.
About Northwest Bancshares, Inc.
Northwest operates 161 community banking offices in
Pennsylvania, New York, Ohio and Maryland. Founded in 1896,
Northwest is a full-service financial institution offering a
complete line of personal and business banking products including
commercial and small business loans, cash management services, oil,
gas and mineral management services, employee benefits, investment
management, insurance and trust. Northwest Bancshares, Inc. is the
holding company of Northwest Bank and is listed on the NASDAQ
Global Select Market as NWBI. Additional information about
Northwest can be accessed online at www.northwest.com.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the "Safe Harbor" provisions of the Private
Securities Litigation Reform Act of 1995. Terms such as "will,"
"should," "plan," "intend," "expect," "continue," "believe,"
"anticipate" and "seek," as well as similar comments, are
forward-looking in nature. Actual results and events may differ
materially from those expressed or anticipated as a result of risks
and uncertainties which include but are not limited to: a worsening
of economic conditions or slowing of any economic recovery, which
could negatively impact, among other things, business activity and
consumer spending and could lead to a lack of liquidity in the
credit markets; changes in the interest rate environment which
could reduce anticipated or actual margins; increases in interest
rates or further weakening of economic conditions that could
constrain borrowers’ ability to repay outstanding loans or diminish
the value of the collateral securing those loans; market conditions
or other events that could negatively affect the level or cost of
funding, affecting the Company’s ongoing ability to accommodate
liability maturities and deposit withdrawals, meet contractual
obligations, and fund asset growth, and new business transactions
at a reasonable cost, in a timely manner and without adverse
consequences; changes in political conditions or the legislative or
regulatory environment, including new or heightened legal standards
and regulatory requirements, practices or expectations, which may
impede profitability or affect the Company’s financial condition
(such as, for example, the Dodd-Frank Act and rules and regulations
that have been or may be promulgated under the Act); persisting
volatility and limited credit availability in the financial
markets, particularly if market conditions limit the Company’s
ability to raise funding to the extent required by banking
regulators or otherwise; significant increases in competitive
pressure in the banking and financial services industries,
particularly in the geographic or business areas in which the
Company conducts its operations; limitations on the Company’s
ability to return capital to shareholders, including the ability to
pay dividends; adverse effects on the Company’s ability to engage
in routine funding transactions as a result of the actions and
commercial soundness of other financial institutions; general
economic conditions becoming less favorable than expected,
continued disruption in the housing markets and/or asset price
deterioration, which have had and may continue to have a negative
effect on the valuation of certain asset categories represented on
the Company’s balance sheet; increases in deposit insurance
premiums or assessments imposed on the Company by the FDIC; a
failure of the Company’s operating systems or infrastructure, or
those of its third-party vendors, or errors or fraudulent behavior
of employees or third-parties, that could disrupt its business;
risks that are not effectively identified or mitigated by the
Company’s risk management framework; and difficulty attracting
and/or retaining key executives and/or relationship managers at
compensation levels necessary to maintain a competitive market
position; as well as the risks and uncertainties described from
time to time in the Company’s reports as filed with the SEC.
In addition, expected cost savings, synergies and other
financial benefits from the proposed merger with Northwest
Bancshares might not be realized within the expected time frame and
costs or difficulties relating to integration matters and
completion of the merger might be greater than expected. The
Company may have difficulty retaining key employees during the
pendency of the merger. The requisite shareholder and regulatory
approvals for the proposed merger might not be obtained.
The Company undertakes no obligation to update or clarify
forward-looking statements, whether as a result of new information,
future events or otherwise.
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version on businesswire.com: http://www.businesswire.com/news/home/20150616006607/en/
LNB Bancorp, Inc.Peter R. Catanese, 440-244-7126Senior Vice
President
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