|
FOR IMMEDIATE RELEASE |
CONTACT:
Dennis H. Engle,
President & CEO |
|
December 21, 2005 |
856-678-8740 |
HARVEST COMMUNITY BANK
ANNOUNCES FEDERAL RESERVE BOARD DECISION REGARDING PENN BANCSHARES, INC.
APPLICATION
Salem County, New Jersey, December 21, 2005 – Harvest Community
Bank (OTCBB:HCBP) (the “Bank”) announced today that the Board of Governors of
the Federal Reserve Board (the “FRB”) has issued an Order (the “Order”), dated
December 19, 2005, conditionally approving the application by Pennsville
National Bank (“PNB”) to acquire up to 24.89% of the Bank’s outstanding shares
of common stock. The Bank had vigorously opposed approval of such application
by the FRB.
The FRB’s
approval of the application is only one regulatory hurdle which PNB must clear
before it can commence acquiring additional shares of the Bank’s common stock.
The Order expressly states that PNB must still obtain required regulatory
approvals from the New Jersey Department of Banking and Insurance before
acquiring any shares of the Bank’s common stock pursuant to the Order. While
PNB has stated that it intends to promptly seek such approvals, the Bank intends
to vigorously oppose any attempt made by PNB to
obtain such approvals from the New Jersey Department of Banking and Insurance.
The FRB’s
approval, as set forth in the Order, is also expressly conditioned upon PNB’s
commitment to its stated passive investment intentions, and on its pledge not to
control or exercise a controlling influence over the Bank. To that end, PNB is
prohibited, either directly or indirectly, from:
(1) exercising or attempting to exercise a
controlling influence over the management or policies of the Bank or any of its
subsidiaries;
(2) seeking or accepting representation on the
board of directors of the Bank or any of its subsidiaries;
(3) serving, having or seeking to have any
representative serve as an officer, agent, or employee of the Bank or any of its
subsidiaries;
(4) taking any action that would cause the Bank or
any of its subsidiaries to become a subsidiary of PNB or any of its
subsidiaries;
(5) acquiring or retaining shares that would cause
the combined interests of PNB and its subsidiaries, and their respective
officers, directors, and affiliates, to equal or exceed 25 percent of the
outstanding voting shares of the Bank or any of its subsidiaries;
(6) proposing a director or slate of directors in
opposition to a nominee or slate of nominees proposed by the management or board
of directors of the Bank or any of its subsidiaries;
(7) soliciting or participating in soliciting
proxies with respect to any matter presented to the shareholders of the Bank or
any of its subsidiaries;
(8) attempting to influence the dividend policies
or practices of the Bank or any of its subsidiaries;
(9) attempting to influence the investment, loan,
or credit decisions or policies; pricing of services; personnel decisions;
operations activities (including the location of any offices or branches or
their hours of operation, etc.); or any similar activities or decisions of the
Bank or any of its subsidiaries;
(10) disposing or threatening to dispose of shares
of the Bank or any of its subsidiaries in any manner as a condition of specific
action or nonaction by the Bank or any of its subsidiaries; or
(11) entering into any other banking or nonbanking
transactions with the Bank or any of its subsidiaries, except that PNB may
establish and maintain deposit accounts with depository institution subsidiaries
of the Bank; provided that the aggregate balance of all such accounts does not
exceed $500,000 and that the accounts are maintained on substantially the same
terms as those prevailing for comparable accounts of persons unaffiliated with
the Bank or any of its subsidiaries
When asked to
comment on the Order, Dennis H. Engle, President and CEO of the Bank stated, “We
are not pleased with the FRB’s decision in this matter and the Bank plans to
oppose any application submitted by PNB to the New Jersey Department of Banking
and Insurance pursuant to the Order. However, even if PNB’s proposed share
acquisition plan is ultimately approved by the New Jersey Department of Banking
and Insurance, the passive investment commitments contained in the Order will
help ensure that Harvest Community Bank remains an independent financial
institution. The Order expressly prohibits PNB from controlling, or exercising
a controlling influence over, the Bank, or from acquiring, directly or
indirectly, 25% or more of the Bank’s outstanding shares of common stock without
additional approvals from the FRB. The FRB has the authority to take
enforcement action against PNB if it violates any of its commitments, and the
Bank intends to carefully monitor PNB’s ongoing compliance with the terms of the
Order.”
Harvest Community Bank is a community bank headquartered in Pennsville,
New Jersey, with assets of approximately $141 million as of September 30, 2005.
The Bank has additional branches in Woodstown and Elmer, New Jersey and is
currently in the process of seeking the necessary regulatory approvals to open a
branch in Salem City, New Jersey. The Bank began operations in January 2000
with the purpose of serving small businesses, professionals, and retail
customers in Salem, Cumberland and Gloucester Counties, New Jersey. The Bank’s
deposits are insured by the Federal Deposit Insurance Corporation up to a
maximum of $100,000 per depositor.
FORWARD LOOKING STATEMENTS
Information in this release relating to Harvest
Community Bank’s future prospects which are forward-looking statements involve
risks and uncertainties that could cause actual results to differ materially,
including, but not limited to, the following: (1) operating, legal and
regulatory risks, such as continued levels of loan quality and origination
volumes, continued relationships with major customers and technological changes;
(2) economic, political and competitive forces affecting our banking business,
such as changed in economic conditions, especially in our market area, interest
rate fluctuations, competitive product and pricing pressures within our market,
personal and corporate bankruptcies, monetary policy and inflation; (3) our
ability to grow internally; and (4) the risk that management’s analyses of these
risks and forces could be incorrect and/or that the strategies developed to
address them could be unsuccessful.
Forward-looking statements may be identified by
the use of words such as “expects,” “subject,” “believe,” “will,” “intends,”
“will be,” or “would.” More information about factors that potentially could
affect Harvest Community Bank’s financial results is included in Harvest
Community Bank’s filings with the FDIC, including its Annual Report on Form
10-KSB for the year ended December 31, 2004. Harvest Community Bank assumes no
obligation to update the forward-looking information in this announcement.
2068377v1
Press Releases Available
-
HARVEST COMMUNITY BANK REPORTS FIRST QUARTER 2008 FINANCIAL RESULTS
-
April 30, 2008
-
HARVEST COMMUNITY BANK REPORTS SOLID
FOURTH QUARTER 2007 FINANCIAL RESULTS
- March 13, 2008
-
HARVEST COMMUNITY BANK REPORTS THIRD
QUARTER 2007 FINANCIAL RESULTS
- November
19, 2007
-
HARVEST COMMUNITY BANK REPORTS SECOND
QUARTER 2007 FINANCIAL RESULTS
- August 7,
2007
-
HARVEST COMMUNITY BANK
REPORTS FIRST QUARTER 2007 FINANCIAL RESULTS
- April, 19,2007
-
HARVEST COMMUNITY BANK REPORTS FIRST
QUARTER 2006 FINANCIAL RESULTS
- April, 27,2006
-
HARVEST
COMMUNITY BANK REPORTS REVISED FOURTH QUARTER 2005 FINANCIAL RESULTS
- March 23, 2006
-
HARVEST COMMUNITY BANK ANNOUNCES NEW
JERSEY DEPARTMENT OF BANKING DECISION REGARDING PENN BANCSHARES, INC.
APPLICATION -
March 22, 2006
-
HARVEST COMMUNITY BANK
ANNOUNCES FEDERAL RESERVE BOARD DECISION REGARDING PENN BANCSHARES, INC.
APPLICATION -
December 21, 2005
-
HARVEST COMMUNITY BANK ANNOUNCES OPPOSITION TO STOCK ACQUISITION BY PENN
BANCSHARES, INC. -
September 22, 2005
-
HARVEST COMMUNITY BANK
ANNOUNCES SEPARATION OF UNITS -
January 12, 2005
|