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.
About Peoples Financial Services Corp.
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
www.psbt.com
About FNCB Bancorp, Inc.
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 www.fncb.com.
Forward-looking Statements
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.
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.
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.
View original content to download
multimedia:https://www.prnewswire.com/news-releases/peoples-financial-services-corp-and-fncb-bancorp-inc-announce-receipt-of-regulatory-approvals-for-merger-302172712.html
SOURCE Peoples Financial Services Corp.
