Republic First Bancorp, Inc. Comments on Recent Schedule 13D Filings
February 11 2022 - 8:00AM
The Board of Directors (the “Board”) of Republic First Bancorp,
Inc. (the “Bank”) (NASDAQ: FRBK), the holding company for Republic
Bank, today issued the following statement in response to recent
Schedule 13D filings (the “Filings”) of a shareholder group (the
“Shareholder Group”) with the Securities and Exchange Commission:
“The Board is committed to discharging its
fiduciary duty to the Bank, as well as its shareholders and the
communities the Bank serves. Consistent with this duty, the Board
continues to review the Filings by the Shareholder Group carefully
and objectively in the same manner it would evaluate input from any
shareholder or third party. As fiduciaries, the Board remains open
to any and all proposals to maximize value. The Board has retained
Keefe, Bruyette & Woods, Inc. (“KBW”), a leading investment
bank specializing exclusively in the financial sector, to advise
the Board with respect to any proposals. The Board has also
authorized KBW to communicate directly with the Shareholder Group
about the Filings.”
Shareholders are not required to take any action
at this time.
About Republic Bank
Republic First Bancorp, Inc. is the holding
company for Republic First Bank which does business under the name
Republic Bank. Republic Bank is a full-service, state-chartered
commercial bank, whose deposits are insured up to the applicable
limits by the Federal Deposit Insurance Corporation (FDIC). The
Bank provides diversified financial products through its
thirty-three stores located in Greater Philadelphia, Southern New
Jersey, and New York City. Republic Bank stores are open 7 days a
week, 361 days a year, with extended lobby and drive-thru hours
providing customers with some of the most convenient hours compared
to any bank in its market. The Bank offers free checking, free coin
counting, ATM/Debit cards issued on the spot and access to more
than 55,000 surcharge free ATMs worldwide via the Allpoint Network.
The Bank also offers a wide range of residential mortgage products
through its mortgage division which does business under the name of
Oak Mortgage Company. For more information about Republic Bank,
visit www.myrepublicbank.com.
Important Additional
Information
The Company intends to file a proxy statement
and a proxy card with the Securities and Exchange Commission (the
“SEC”) in connection with the Company’s 2022 Annual Meeting of
Shareholders and, in connection therewith, the Company, certain of
its directors and executive officers will be participants in the
solicitation of proxies from the Company’s shareholders in
connection with such meeting. SHAREHOLDERS OF THE COMPANY ARE
STRONGLY ENCOURAGED TO READ SUCH PROXY STATEMENT, ACCOMPANYING
PROXY CARD AND ALL OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND
IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN
IMPORTANT INFORMATION ABOUT THE 2022 ANNUAL MEETING. The Company’s
definitive proxy statement for the 2021 annual meeting of
shareholders contains information regarding the direct and indirect
interests, by security holdings or otherwise, of the Company’s
directors and executive officers in the Company’s securities.
Information regarding subsequent changes to their holdings of the
Company’s securities can be found in the SEC filings on Forms 3, 4,
and 5, which are available on the Company’s website at
http://investors.myrepublicbank.com/ or through the SEC’s website
at www.sec.gov. Information can also be found in the Company’s
Annual Report on Form 10-K for the year ended December 31, 2020 on
file with the SEC. Updated information regarding the identity of
potential participants, and their direct or indirect interests, by
security holdings or otherwise, will be set forth in the definitive
proxy statement and other materials to be filed with the SEC in
connection with the 2022 annual meeting of shareholders.
Shareholders will be able to obtain the definitive proxy statement,
any amendments or supplements to the proxy statement and other
documents filed by the Company with the SEC at no charge at the
SEC’s website at www.sec.gov. Copies will also be available at no
charge at the Company’s website at
http://investors.myrepublicbank.com.
Forward Looking Statements
The Company may from time to time make written
or oral “forward-looking statements”, including statements
contained in this release and in the Company's filings with the
SEC. The forward-looking statements contained herein, are subject
to certain risks and uncertainties that could cause actual results
to differ materially from those projected in the forward-looking
statements. For example, risks and uncertainties can arise with
changes in: general economic conditions, including turmoil in the
financial markets and related efforts of government agencies to
stabilize the financial system; the adequacy of our allowance for
loan losses and our methodology for determining such allowance;
adverse changes in our loan portfolio and credit risk-related
losses and expenses; concentrations within our loan portfolio,
including our exposure to commercial real estate loans, and to our
primary service area; changes in interest rates; business
conditions in the financial services industry, including
competitive pressure among financial services companies, new
service and product offerings by competitors, price pressures and
similar items; deposit flows; loan demand; the regulatory
environment, including evolving banking industry standards, changes
in legislation or regulation; impact of the Dodd-Frank Wall Street
Reform and Consumer Protection Act; our securities portfolio and
the valuation of our securities; accounting principles, policies
and guidelines as well as estimates and assumptions used in the
preparation of our financial statements; rapidly changing
technology; litigation liabilities, including costs, expenses,
settlements and judgments; the effects of health emergencies,
including the spread of infectious diseases and pandemics; and
other economic, competitive, governmental, regulatory and
technological factors affecting our operations, pricing, products
and services. You should carefully review the risk factors
described in the Form 10-K for the year ended December 31, 2020 and
other documents the Company files from time to time with the
Securities and Exchange Commission. The words “would be,” “could
be,” “should be,” “probability,” “risk,” “target,” “objective,”
“may,” “will,” “estimate,” “project,” “believe,” “intend,”
“anticipate,” “plan,” “seek,” “expect” and similar expressions or
variations on such expressions are intended to identify
forward-looking statements. All such statements are made in good
faith by the Company pursuant to the “safe harbor” provisions of
the U.S. Private Securities Litigation Reform Act of 1995. The
Company does not undertake to update any forward-looking statement,
whether written or oral, that may be made from time to time by or
on behalf of the Company, except as may be required by applicable
law or regulations.
Source: |
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Republic First
Bancorp, Inc. |
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Contact: |
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Frank A. Cavallaro, CFO |
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(215) 735-4422 |
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