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Peoples Financial Services Corp. and FNCB Bancorp, Inc. Announce Receipt of Regulatory Approvals for Merger

Peoples Financial Services Corp. and FNCB Bancorp, Inc. Announce Receipt of Regulatory Approvals for Merger

人民金融服务公司和FNCB Bancorp公司宣布监管批准合并。
PR Newswire ·  06/14 08:30

SCRANTON, Pa. and DUNMORE, Pa., June 14, 2024 /PRNewswire/ -- Peoples Financial Services Corp. ("Peoples") (Nasdaq: PFIS) and FNCB Bancorp, Inc. ("FNCB") (Nasdaq: FNCB) today announced receipt of all required regulatory approvals or waivers necessary to complete the previously announced merger of FNCB with and into Peoples, with Peoples as the surviving corporation, pursuant to the Agreement and Plan of Merger, dated as of September 27, 2023, by and between Peoples and FNCB. The merger is expected to close on July 1, 2024, pending satisfaction of customary closing conditions.

Peoples Financial Services Corp.("PFIS")(纳斯达克:PFIS)和FNCB Bancorp,Inc。("FNCB")(纳斯达克:FNCB)今天宣布,根据Peoples和FNCB之间于2023年9月27日签署的合并协议和计划,FNCB将并入Peoples,Peoples作为幸存公司,已获得完成先前宣布的合并所需的所有必要监管批准或豁免。预计交易将于2024年7月1日关闭,待满足惯例的交易条件。Peoples关于Peoples Financial Services Corp.(PFIS):Peoples Financial Services Corp.是Peoples Security Bank and Trust Company("Peoples Bank")的银行控股公司,Peoples Bank是一家独立社区银行,通过位于宾夕法尼亚州的Allegheny、Bucks、Lackawanna、Lebanon、Lehigh、Luzerne、Monroe、Montgomery、Northampton、Susquehanna和Wyoming县、新泽西州的Middlesex县和纽约州的Broome县等28个全服务社区银行办事处为零售和商业客户提供全面的金融产品和服务。每个有机体与社区相互依存,向个人、企业、非营利组织和政府实体提供全面的金融产品和服务,并提供直接接触高级管理人员和其他干部以及提供友好、知情和礼貌的服务、本地和及时的业务哲学。有关Peoples Bank的更多信息,请访问关于FNCB Bancorp,Inc.:FNCB Bancorp,Inc.是FNCB Bank的银行控股公司。作为本地化银行超过114年,FNCB Bank是宾夕法尼亚州东北部的一家优秀社区银行,提供个人、小型企业和商业银行解决方案,拥有业界领先的移动、在线和分支机构产品和服务。FNCB Bank目前通过16个社区办事处在Lackawanna、Luzerne和Wayne县提供服务,并致力于使顾客的银行体验更简单、更好。有关FNCB Bank的更多信息,请访问。

About Peoples Financial Services Corp.

关于Peoples Financial Services Corp.:Peoples Financial Services Corp.是Peoples Security Bank and Trust Company的银行控股公司。

Peoples Financial Services Corp. is the bank holding company of Peoples Security Bank and Trust Company ("Peoples Bank"), an independent community bank serving its retail and commercial customers through 28 full-service community banking offices located within the Allegheny, Bucks, Lackawanna, Lebanon, Lehigh, Luzerne, Monroe, Montgomery, Northampton, Susquehanna, and Wyoming Counties in Pennsylvania, Middlesex County in New Jersey and Broome County in New York. Each office, interdependent with the community, offers a comprehensive array of financial products and services to individuals, businesses, not-for-profit organizations and government entities. People's business philosophy includes offering direct access to senior management and other officers and providing friendly, informed and courteous service, local and timely. For more information about Peoples Bank, visit

Peoples Bank是独立社区银行Peoples Security Bank and Trust Company的子公司。Peoples Bank是独立社区银行Peoples Security Bank and Trust Company的子公司。Peoples Bank是独立社区银行Peoples Security Bank and Trust Company的子公司。

About FNCB Bancorp, Inc.

关于FNCB Bancorp,Inc.:FNCB Bancorp,Inc.是FNCB Bank的银行控股公司。

FNCB Bancorp, Inc. is the bank holding company of FNCB Bank. Locally-based for over 114 years, FNCB Bank is a premier community bank in Northeastern Pennsylvania – offering a full suite of personal, small business and commercial banking solutions with industry-leading mobile, online and in-branch products and services. FNCB Bank currently operates through 16 community offices located in Lackawanna, Luzerne and Wayne Counties and remains dedicated to making its customers' banking experience simply better. For more information about FNCB Bank, visit .

FNCB Bancorp,Inc.是FNCB Bank的银行控股公司。

Forward-looking Statements

前瞻性声明

This communication includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to the beliefs, goals, intentions, and expectations of Peoples and FNCB regarding the proposed transaction, revenues, earnings, earnings per share, loan production, asset quality, and capital levels, among other matters; our estimates of future costs and benefits of the actions we may take; our assessments of expected losses on loans; our assessments of interest rate and other market risks; our ability to achieve our financial and other strategic goals; the expected timing of completion of the proposed transaction; the expected cost savings, synergies, returns and other anticipated benefits from the proposed transaction; and other statements that are not historical facts.

本文包括“前瞻性声明”,根据1995年私人证券诉讼改革法案、1933年证券法修正案第27A节和1934年证券交易法修正案第21E节的规定,涉及Peoples和FNCB关于拟议交易、收入、收益、每股收益、贷款生产、资产质量和资本水平等信念、目标、意图和期望等方面的内容;我们对我们可能采取的行动的未来成本和效益的估计;我们对贷款预期损失的评估;我们对利率和其他市场风险的评估;我们实现财务和其他战略目标的能力;拟议交易完成的预期时间;拟议交易带来的预期成本节约、协同效应、回报和其他预期收益;以及其他非历史事实的陈述。

Forward–looking statements are typically identified by such words as "believe," "expect," "anticipate," "intend," "outlook," "estimate," "forecast," "project," "will," "should," and other similar words and expressions, and are subject to numerous assumptions, risks, and uncertainties, which change over time. These forward-looking statements include, without limitation, those relating to the terms, timing and closing of the proposed transaction.

前瞻性声明通常由诸如“相信”、“期望”、“预计”、“意图”、“前景”、“估计”、“预测”、“项目”、“将”、“应”等类似的词语和表达方式来识别,并随着时间的推移而受到多种假设、风险和不确定性的影响。这些前瞻性陈述包括但不限于与拟议交易的条款、时间和关闭、贷款生产、资产质量和资本水平等方面有关的陈述。

Additionally, forward–looking statements speak only as of the date they are made; Peoples and FNCB do not assume any duty, and do not undertake, to update such forward–looking statements, whether written or oral, that may be made from time to time, whether as a result of new information, future events, or otherwise. Furthermore, because forward–looking statements are subject to assumptions and uncertainties, actual results or future events could differ, possibly materially, from those indicated in or implied by such forward-looking statements as a result of a variety of factors, many of which are beyond the control of Peoples and FNCB. Such statements are based upon the current beliefs and expectations of the management of Peoples and FNCB and are subject to significant risks and uncertainties outside of the control of the parties. Caution should be exercised against placing undue reliance on forward-looking statements. The factors that could cause actual results to differ materially include the following: the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the parties to terminate the definitive merger agreement between Peoples and FNCB, the outcome of any legal proceedings that may be instituted against Peoples and FNCB; the possibility that the proposed transaction will not close when expected or at all because conditions to the closing are not satisfied on a timely basis or at all; the ability of Peoples and FNCB to meet expectations regarding the timing, completion and accounting and tax treatments of the proposed transaction; the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of the common stock of either or both parties to the proposed transaction; the possibility that the anticipated benefits of the proposed transaction will not be realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies, or as a result of the strength of the economy and competitive factors in the areas where Peoples and FNCB do business; certain restrictions during the pendency of the proposed transaction that may impact the parties' ability to pursue certain business opportunities or strategic transactions; the possibility that the proposed transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; diversion of management's attention from ongoing business operations and opportunities; the possibility that the parties may be unable to achieve expected synergies and operating efficiencies in the proposed transaction within the expected timeframes or at all and to successfully integrate FNCB's operations and those of Peoples; such integration may be more difficult, time-consuming or costly than expected; revenues following the proposed transaction may be lower than expected; Peoples' and FNCB's success in executing their respective business plans and strategies and managing the risks involved in the foregoing; the dilution caused by Peoples' issuance of additional shares of its capital stock in connection with the proposed transaction; effects of the announcement, pendency or completion of the proposed transaction on the ability of Peoples and FNCB to retain customers and retain and hire key personnel and maintain relationships with their suppliers, and on their operating results and businesses generally; and risks related to the potential impact of general economic, political and market factors on the companies or the proposed transaction and other factors that may affect future results of Peoples and FNCB; and the other factors discussed in the "Risk Factors" section of each of Peoples' and FNCB's Annual Reports on Form 10–K for the year ended December 31, 2023, and in the "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections of each of other reports Peoples and FNCB may file with the SEC from time to time.

此外,前瞻性声明仅作为发表日期的状态;Peoples和FNCB不承担任何责任,也不承担更新此类前瞻性声明(无论书面或口头)的责任,这些前瞻性声明可能随时发生,无论是因为新信息、未来事件还是其他原因。并且,由于前瞻性声明受到假设和不确定性的影响,实际结果或未来事件可能因许多超出Peoples和FNCB控制范围的因素而发生差异,这些因素中有许多因素可能因时间的推移而发生变化。这些陈述基于Peoples和FNCB的管理层的当前信念和预期,并且在当事方控制之外存在重大风险和不确定性。应对放置过度依赖前瞻性声明保持警惕。可能导致实际结果发生差异的因素包括如下:可能导致Peoples和FNCB之间的明确合并协议被其中一方或双方行使终止权的任何事件、变化或其他情况;可能针对Peoples和FNCB发起的任何法律程序的结果;拟议交易将无法按计划、按时或根本关闭,因为未能及时或根本不满足交易结束的条件;Peoples和FNCB能否满足预期有关拟议交易的计时、完成、会计和税务处理的预期收益;拟议交易的任何公告可能会对双方股票的市场价格产生不利影响;担忧在Peoples和FNCB开展业务的领域里经济、政治和市场因素的影响可能会导致拟议交易所带来的预期收益未能实现或根本未能实现,这可能是由于两家公司的整合效应过强或存在问题,市场因素可能也是个问题;在拟议交易期间,会有某些限制,这些限制可能会影响当事方追求某些商业机会或战略交易的能力;拟议交易可能会比预期的更昂贵,包括由于意外因素或事件导致的更昂贵;管理层从持续的业务操作和机会分散;当事方可能无法在预期的时间内或根本不能实现拟议交易的预期协同效应和运营效率,并成功实现FNCB和Peoples的运营整合;这种整合可能比预期的更艰难、耗时或昂贵。拟议交易后的营收可能低于预期;Peoples和FNCB在执行各自的业务计划和策略以及管理上述风险方面的成功;Peoples在与拟议交易有关的事项中发行其资本股份的稀释;拟议交易的公告、悬而未决或完成与当事方保留客户、保留和雇用主要人员以及与供应商维系关系以及它们的运营业绩和业务总体上相关的风险;以及其他可能影响Peoples和FNCB未来结果的因素,和SEC的每年形式10-K的“Risk Factors”部分以及Peoples和FNCB可能不时向SEC提交的其他报告的“Risk Factors”和“管理的财务状况和经营结果分析”部分中讨论的其他因素。

SOURCE Peoples Financial Services Corp.

Peoples Financial Services Corp.的消息来源。

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