Provident Financial Services, Inc. and SB One Bancorp Announce the Receipt of SB One Bancorp Shareholder Approval and the Ant...
24 Junho 2020 - 6:00PM
Provident Financial Services, Inc. (NYSE: PFS) (“Provident”),
the parent company of Provident Bank, and SB One Bancorp
(NASDAQ: SBBX) (“SB One”), the parent company of SB One Bank,
announced today the receipt of approval by the SB One shareholders
in connection with the proposed merger of SB One with and into
Provident (the “Merger”).
Given the receipt of approvals by the Federal Deposit Insurance
Corporation and the New Jersey Department of Banking and Insurance,
and the receipt of a waiver by the Board of Governors of the
Federal Reserve System in lieu of an application, the parties
anticipate closing the Merger as of the close of business on
July 31, 2020, subject to certain customary closing conditions.
About Provident
Provident Financial Services, Inc. (NYSE: PFS), is the holding
company for Provident Bank, a community-oriented bank offering
“commitment you can count on” since 1839. Provident Bank provides a
comprehensive array of financial products and services through its
network of branches throughout northern and central New Jersey, as
well as Bucks, Lehigh and Northampton counties in Pennsylvania. The
Bank also provides fiduciary and wealth management services through
its wholly owned subsidiary, Beacon Trust Company. The Provident
Bank Foundation has supported all of its markets and communities by
providing assistance with housing, education, health and home care
for over 15 years. For more information about Provident,
please visit www.provident.bank.
About SB One
SB One Bancorp (NASDAQ: SBBX), is the holding
company for SB One Bank, a full-service, commercial bank that
operates regionally with 18 branch locations in New Jersey and New
York. Established in 1975, SB One Bank’s strength is in its ability
to build strong personal relationships with its customers and to
serve the communities in which it operates. In addition to its
branches and loan production offices, SB One Bank offers a
full-service insurance agency, SB One Insurance Agency, Inc. and
wealth services through SB One Wealth. SB One Bank reinforces its
commitment to the communities in which it lives and serves through
the SB One Foundation, Inc. which supports various local charitable
organizations. For more information about SB One, please visit
www.sbone.bank.
Forward Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. These forward-looking statements include, but are not limited
to, statements about (i) the benefits of a merger between SB
One and Provident, including future financial and operating
results, cost savings, enhancements to revenue and accretion to
reported earnings that may be realized from the Merger; (ii)
Provident’s and SB One’s plans, objectives, expectations and
intentions and other statements contained in this press release
that are not historical facts; and (iii) other statements
identified by words such as “expects” “anticipates,” “intends,”
“plans,” “believes,” “seeks,” “estimates,” “targets,” “projects,”
or words of similar meaning generally intended to identify
forward-looking statements. These forward-looking statements are
based upon the current beliefs and expectations of the respective
managements of Provident and SB One and are inherently subject to
significant business, economic and competitive uncertainties and
contingencies, many of which are beyond the control of Provident
and SB One. In addition, these forward-looking statements are
subject to assumptions with respect to future business strategies
and decisions that are subject to change. Actual results may differ
materially from the anticipated results discussed in these
forward-looking statements because of possible uncertainties.
The following factors, among others, could cause actual results
to differ materially from the anticipated results or other
expectations expressed in the forward-looking statements: (1) the
businesses of Provident and SB One may not be combined
successfully, or such combination may take longer, be more
difficult, time-consuming or costly to accomplish than expected;
(2) the expected growth opportunities or cost savings from the
Merger may not be fully realized or may take longer to realize than
expected; (3) deposit attrition, operating costs, customer losses
and business disruption following the Merger, including adverse
effects on relationships with employees and customers, may be
greater than expected; (4) legislative or regulatory changes,
including changes in accounting standards, may adversely affect the
businesses in which Provident and SB One are engaged; (5) the
interest rate environment may further compress margins and
adversely affect net interest income; (6) results may be adversely
affected by continued diversification of assets and adverse changes
to credit quality; (7) competition from other financial services
companies in Provident’s and SB One’s markets could adversely
affect operations; and (8) an economic slowdown could adversely
affect credit quality and loan originations. Additional factors
that could cause actual results to differ materially from those
expressed in the forward-looking statements are discussed in
Provident’s and SB One’s reports (such as Annual Reports on Form
10-K, Quarterly Reports on Form 10-Q and Current Reports on Form
8-K) filed with the Securities and Exchange Commission (the “SEC”)
and available on the SEC’s Internet site (http://www.sec.gov).
In addition, the COVID-19 pandemic is having an adverse impact
on both Provident and SB One, their customers and the communities
they serve. Given its ongoing and dynamic nature, it is difficult
to predict the full impact of the COVID-19 outbreak on Provident’s
and SB One’s businesses. The extent of such impact will depend on
future developments, which are highly uncertain, including when the
coronavirus can be controlled and abated and when and how the
economy may be reopened and stay open. As the result of the
COVID-19 pandemic and the related adverse local and national
economic consequences, both Provident and SB One could be subject
to any of the following risks, any of which could have a material,
adverse effect on our business, financial condition, liquidity, and
results of operations: the demand for their products and services
may decline, making it difficult to grow assets and income; if the
economy is unable to substantially reopen or stay open, and high
levels of unemployment continue for an extended period of time,
loan delinquencies, problem assets, and foreclosures may increase,
resulting in increased charges and reduced income; collateral for
loans, especially real estate, may decline in value, which could
cause loan losses to increase; their allowances for loan losses may
increase if borrowers experience financial difficulties, which will
adversely affect net income; the net worth and liquidity of loan
guarantors may decline, impairing their ability to honor
commitments to each company; as the result of the decline in the
Federal Reserve Board’s target federal funds rate to near 0%, the
yield on assets may decline to a greater extent than the decline in
the cost of interest-bearing liabilities, reducing net interest
margin and spread and reducing net income; wealth management
revenues may decline with continuing market turmoil; Provident may
face the risk of a goodwill write-down due to stock price decline;
and both companies’ cyber security risks are increased as the
result of an increase in the number of employees working
remotely.
Provident and SB One caution that the foregoing list of factors
is not exhaustive. All subsequent written and oral forward-looking
statements concerning the proposed transaction or other matters
attributable to Provident or SB One or any person acting on their
behalf are expressly qualified in their entirety by the cautionary
statements above. Provident and SB One do not undertake any
obligation to update any forward-looking statement to reflect
circumstances or events that occur after the date the
forward-looking statements are made.
Contacts:Provident Contact: Investor
Relations732-590-9300investorrelations@provident.bank
SB One Contact: Adriano DuarteExecutive VP & Chief Financial
Officer844 844-8958
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