Texas Regional Bancshares, Inc. Declares Contingent Special Dividend
31 Outubro 2006 - 8:08PM
PR Newswire (US)
MCALLEN, Texas, Oct. 31 /PRNewswire-FirstCall/ -- Texas Regional
Bancshares, Inc. (NASDAQ:TRBS) (Texas Regional or the Company),
bank holding company for Texas State Bank, today announced that its
Board of Directors has declared a contingent special cash dividend
of $0.04 per common share payable on November 10, 2006 to the
Company's common shareholders of record as of that date. Payment of
the dividend is contingent upon the resolution, prior to the
closing of the acquisition of the Company by Banco Bilbao Vizcaya
Argentaria, S.A. (BBVA), of a nonperforming loan relationship as
described in the Agreement and Plan of Merger between the Company
and BBVA (the Agreement). The Company has previously announced that
the merger transaction with BBVA described in the Agreement is
tentatively scheduled to close on November 10, 2006. As described
in the Agreement, in the event that the largest nonperforming loan
relationship extended by the Company's subsidiary, Texas State
Bank, as of the date of the Agreement is repaid (in whole or in
part), and proceeds from such repayment are received before the
closing date of the merger, Texas Regional may declare and pay a
single special dividend to the Company's shareholders in an amount
equal to one-half of the amount repaid on account of the loans
constituting the loan relationship (calculated on an after-tax
basis, utilizing Texas Regional's overall tax rate for 2005). Under
the terms of the Agreement, the per share special dividend amount
is to be rounded downwards to the nearest full cent, may not exceed
$0.10 per share, and the special dividend will not be paid unless
the repayment proceeds are sufficient to provide for a per share
special dividend amount of at least $0.03 per share. The $0.04 per
share special dividend has been declared based on the proceeds
expected to be received upon resolution of the nonperforming loan
relationship. The Company's management believes that the
negotiations for the resolution of this nonperforming loan
relationship can be successfully concluded to permit the payment of
the contingent special dividend as declared by the Board of
Directors. However, there is no certainty that the negotiations
will be successfully concluded or that the proceeds received, if
any, will be sufficient to permit the payment of the special
dividend. As provided in the Agreement, if sufficient proceeds are
not received prior to the date of closing of the merger, the
special dividend will not be paid. Other Information Texas Regional
has previously announced the Agreement for the acquisition of the
Company by BBVA. The Agreement has been filed with the Securities
and Exchange Commission (SEC), and Texas Regional has also filed a
proxy statement and other relevant documents concerning the merger
transaction with the SEC. The proxy statement relates to the
special meeting of the shareholders of Texas Regional held on
September 25, 2006, at which meeting the Agreement was approved and
adopted by the shareholders. The Agreement, proxy statement, and
the other information contain important information concerning the
transaction. Investors are urged to read the Agreement and the
proxy statement and all other relevant documents filed with the
SEC. You may obtain the documents at no charge at the website
maintained by the SEC at http://www.sec.gov/ . In addition, you may
obtain copies of documents filed with the SEC by Texas Regional at
no charge by contacting John A. Martin, Chief Financial Officer,
Texas Regional Bancshares, Inc., 3900 North Tenth Street, Eleventh
Floor, McAllen, Texas 78501. Mr. Martin can also be reached by
telephone at (956) 631-5400. Texas Regional is a McAllen-based bank
holding company whose stock trades on The NASDAQ Stock Market(R)
under the symbol TRBS. Texas State Bank, its wholly owned
subsidiary, conducts a commercial banking business through over 70
banking centers across Texas primarily located in the metropolitan
areas of Beaumont-Port Arthur, Brownsville-Harlingen-San Benito,
Corpus Christi, Dallas, Houston, McAllen-Edinburg-Mission and
Tyler. This release and other information are available on Texas
Regional's website at http://www.trbsinc.com/ . The information
available on Texas Regional's website can also be obtained at no
charge from John A. Martin, Chief Financial Officer, at the address
and telephone number indicated above. Forward-Looking Information
This release, information filed by Texas Regional with the SEC, and
information on Texas Regional's website may contain forward-looking
information (including information related to plans, projections or
future performance of Texas Regional and its subsidiaries and
planned market opportunities, employment opportunities and
synergies from mergers, and information related to Texas Regional's
pending transaction with BBVA), the occurrence of which involve
certain risks, uncertainties, assumptions and other factors which
could materially affect future results. If any of these risks or
uncertainties materializes or any of these assumptions prove
incorrect, Texas Regional's results could differ materially from
Texas Regional's expectations in these statements. Texas Regional
assumes no obligation and does not intend to update these
forward-looking statements. For further information, please see
Texas Regional's reports filed with the SEC pursuant to the
Securities Exchange Act of 1934, which are available at Texas
Regional's website at http://www.trbsinc.com/ and the SEC's website
at http://www.sec.gov/ . CONTACT: Glen E. Roney, Chief Executive
Officer, or John A. Martin, Chief Financial Officer, at (956)
631-5400, both of Texas Regional. DATASOURCE: Texas Regional
Bancshares, Inc. CONTACT: Glen E. Roney, Chief Executive Officer,
or John A. Martin, Chief Financial Officer, both of Texas Regional
Bancshares, Inc., +1-956-631-5400 Web site: http://www.trbsinc.com/
http://www.sec.gov/
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