Provident Financial Services, Inc. Announces Merger Consideration Election,
Allocation and Proration Results for the Team Capital Bank Acquisition
ISELIN, N.J., June 3, 2014 (GLOBE NEWSWIRE) -- Provident Financial Services,
Inc. (NYSE:PFS) ("Provident") today announced the results of elections made by
stockholders of Team Capital Bank ("Team Capital") as to the form of merger
consideration to be received in the May 30, 2014 merger of Team Capital with
and into The Provident Bank, the banking subsidiary of Provident.
Under the terms of the Agreement and Plan of Merger dated December 19, 2013,
75% of Team Capital common shares were to be converted into Provident common
stock and the remaining 25% were to be converted into cash. Team Capital's
stockholders were given the option to receive either 0.8575 shares of
Provident common stock, $16.25 in cash, or a combination of Provident common
stock and cash for each Team Capital common share owned, subject to proration
to ensure that in the aggregate 75% of Team Capital shares would be converted
into Provident common stock.
In accordance with the terms of the Agreement and Plan of Merger, and based
upon the election results and allocation procedures:
*Team Capital stockholders who made a stock election for all or a portion
of their shares of Team Capital common stock will receive 0.8575 shares of
Provident common stock for each of their stock election shares.
*Since the cash merger consideration was oversubscribed, Team Capital
stockholders who made a cash election for all or a portion of their shares
of Team Capital common stock will receive approximately $9.5323 in cash
and 0.3543 shares of Provident common stock for each of their shares of
Team Capital common stock.
*Team Capital stockholders who did not make a valid election prior to 5:00
p.m. on May 23, 2014 will receive 0.8575 shares of Provident common stock
for each of their shares of Team Capital common stock.
No fractional shares of Provident common stock shall be issued.In lieu of
such fractional shares, Provident will pay to each former holder of Team
Capital common stock an amount in cash without interest, equal to $16.81.
Please call Registrar and Transfer Company at 1-800-368-5948, beginning on
June 3, 2014, for information regarding individual allocation results.
Provident Financial Services, Inc. is the holding company for The Provident
Bank.Originally established in 1839, The Provident Bank is a New
Jersey-chartered capital stock savings bank headquartered in Jersey City, New
Jersey.The Bank now operates 87 full-service branches in Hudson, Bergen,
Essex, Hunterdon, Mercer, Middlesex, Monmouth, Morris, Ocean, Passaic,
Somerset, Union and Warren counties in New Jersey, as well as in Bucks, Lehigh
and Northampton counties in Pennsylvania, after giving effect to the Team
This news release contains certain forward-looking statements about the merger
of Team Capital with and into The Provident Bank.Forward-looking statements
can be identified by the fact that they include words like "believe",
"expect", "anticipate", "estimate", and "intend" or future or conditional
verbs such as "will", "would", "should", "could", or "may".Certain factors
that could cause actual results to differ materially from expected results
include legislative and regulatory changes and other factors disclosed by
Provident in its periodic filings with the SEC.Provident has no obligation to
publicly release the results of any revisions that may be made to any
forward-looking statements to reflect the occurrence of anticipated or
unanticipated events or circumstances after the date of such statements.
CONTACT: Leonard G. Gleason, SVP - Investor Relations
Press spacebar to pause and continue. Press esc to stop.