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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

人民金融服務公司和FNCB Bancorp公司宣佈監管批准合併。
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")(納斯達克:PFIS)和FNCB Bancorp,Inc。("FNCB")(納斯達克:FNCB)今天宣佈,根據Peoples和FNCB之間於2023年9月27日簽署的合併協議和計劃,FNCB將併入Peoples,Peoples作爲倖存公司,已獲得完成先前宣佈的合併所需的所有必要監管批准或豁免。預計交易將於2024年7月1日關閉,待滿足慣例的交易條件。Peoples關於Peoples Financial Services Corp.(PFIS):Peoples Financial Services Corp.是Peoples Security Bank and Trust Company("Peoples Bank")的銀行控股公司,Peoples Bank是一家獨立社區銀行,通過位於賓夕法尼亞州的Allegheny、Bucks、Lackawanna、Lebanon、Lehigh、Luzerne、Monroe、Montgomery、Northampton、Susquehanna和Wyoming縣、新澤西州的Middlesex縣和紐約州的Broome縣等28個全服務社區銀行辦事處爲零售和商業客戶提供全面的金融產品和服務。每個有機體與社區相互依存,向個人、企業、非營利組織和政府實體提供全面的金融產品和服務,並提供直接接觸高級管理人員和其他幹部以及提供友好、知情和禮貌的服務、本地和及時的業務哲學。有關Peoples Bank的更多信息,請訪問關於FNCB Bancorp,Inc.:FNCB Bancorp,Inc.是FNCB Bank的銀行控股公司。作爲本地化銀行超過114年,FNCB Bank是賓夕法尼亞州東北部的一家優秀社區銀行,提供個人、小型企業和商業銀行解決方案,擁有業界領先的移動、在線和分支機構產品和服務。FNCB Bank目前通過16個社區辦事處在Lackawanna、Luzerne和Wayne縣提供服務,並致力於使顧客的銀行體驗更簡單、更好。有關FNCB Bank的更多信息,請訪問。

About Peoples Financial Services Corp.

關於Peoples Financial Services Corp.:Peoples Financial Services Corp.是Peoples Security Bank and Trust Company的銀行控股公司。

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是獨立社區銀行Peoples Security Bank and Trust Company的子公司。Peoples Bank是獨立社區銀行Peoples Security Bank and Trust Company的子公司。Peoples Bank是獨立社區銀行Peoples Security Bank and Trust Company的子公司。

About FNCB Bancorp, Inc.

關於FNCB Bancorp,Inc.:FNCB Bancorp,Inc.是FNCB Bank的銀行控股公司。

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的銀行控股公司。

Forward-looking Statements

前瞻性聲明

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“前瞻性聲明”,根據1995年私人證券訴訟改革法案、1933年證券法修正案第27A節和1934年證券交易法修正案第21E節的規定,涉及Peoples和FNCB關於擬議交易、收入、收益、每股收益、貸款生產、資產質量和資本水平等信念、目標、意圖和期望等方面的內容;我們對我們可能採取的行動的未來成本和效益的估計;我們對貸款預期損失的評估;我們對利率和其他市場風險的評估;我們實現財務和其他戰略目標的能力;擬議交易完成的預期時間;擬議交易帶來的預期成本節約、協同效應、回報和其他預期收益;以及其他非歷史事實的陳述。

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.

前瞻性聲明通常由諸如“相信”、“期望”、“預計”、“意圖”、“前景”、“估計”、“預測”、“項目”、“將”、“應”等類似的詞語和表達方式來識別,並隨着時間的推移而受到多種假設、風險和不確定性的影響。這些前瞻性陳述包括但不限於與擬議交易的條款、時間和關閉、貸款生產、資產質量和資本水平等方面有關的陳述。

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,前瞻性聲明僅作爲發表日期的狀態;Peoples和FNCB不承擔任何責任,也不承擔更新此類前瞻性聲明(無論書面或口頭)的責任,這些前瞻性聲明可能隨時發生,無論是因爲新信息、未來事件還是其他原因。並且,由於前瞻性聲明受到假設和不確定性的影響,實際結果或未來事件可能因許多超出Peoples和FNCB控制範圍的因素而發生差異,這些因素中有許多因素可能因時間的推移而發生變化。這些陳述基於Peoples和FNCB的管理層的當前信念和預期,並且在當事方控制之外存在重大風險和不確定性。應對放置過度依賴前瞻性聲明保持警惕。可能導致實際結果發生差異的因素包括如下:可能導致Peoples和FNCB之間的明確合併協議被其中一方或雙方行使終止權的任何事件、變化或其他情況;可能針對Peoples和FNCB發起的任何法律程序的結果;擬議交易將無法按計劃、按時或根本關閉,因爲未能及時或根本不滿足交易結束的條件;Peoples和FNCB能否滿足預期有關擬議交易的計時、完成、會計和稅務處理的預期收益;擬議交易的任何公告可能會對雙方股票的市場價格產生不利影響;擔憂在Peoples和FNCB開展業務的領域裏經濟、政治和市場因素的影響可能會導致擬議交易所帶來的預期收益未能實現或根本未能實現,這可能是由於兩家公司的整合效應過強或存在問題,市場因素可能也是個問題;在擬議交易期間,會有某些限制,這些限制可能會影響當事方追求某些商業機會或戰略交易的能力;擬議交易可能會比預期的更昂貴,包括由於意外因素或事件導致的更昂貴;管理層從持續的業務操作和機會分散;當事方可能無法在預期的時間內或根本不能實現擬議交易的預期協同效應和運營效率,併成功實現FNCB和Peoples的運營整合;這種整合可能比預期的更艱難、耗時或昂貴。擬議交易後的營收可能低於預期;Peoples和FNCB在執行各自的業務計劃和策略以及管理上述風險方面的成功;Peoples在與擬議交易有關的事項中發行其資本股份的稀釋;擬議交易的公告、懸而未決或完成與當事方保留客戶、保留和僱用主要人員以及與供應商維繫關係以及它們的運營業績和業務總體上相關的風險;以及其他可能影響Peoples和FNCB未來結果的因素,和SEC的每年形式10-K的“Risk Factors”部分以及Peoples和FNCB可能不時向SEC提交的其他報告的“Risk Factors”和“管理的財務狀況和經營結果分析”部分中討論的其他因素。

SOURCE Peoples Financial Services Corp.

Peoples Financial Services Corp.的消息來源。

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