WFS Financial Inc Sets January 6, 2006 Special Meeting Date
08 Novembre 2005 - 12:00AM
Business Wire
WFS Financial Inc (Nasdaq:WFSI) today announced that a special
meeting for WFS Financial shareholders has been set for 10:30 a.m.
PT, Friday, January 6, 2006 at WFS Financial's headquarters at 23
Pasteur, Irvine, California 92618. The record date for determining
the WFS Financial shareholders entitled to notice of and to vote at
the WFS Financial special meeting is November 17, 2005. At the
special meeting, WFS Financial shareholders will be asked to
consider and vote upon a proposal to approve the Agreement and Plan
of Merger, as amended and restated, dated as of September 12, 2005,
among Wachovia Corporation ("Wachovia"), Westcorp, Western
Financial Bank and WFS Financial, and to approve the merger of WFS
Financial with a newly formed subsidiary, with WFS Financial as the
surviving corporation, among other items. This press release
contains forward-looking statements within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of
the Securities Exchange Act of 1934, as amended. Such statements
include, among other things, information regarding the proposed
merger. The following factors, among others, could cause actual
results to differ materially from that expressed in such
forward-looking statements: (i) receipt of the approval of the
merger agreement by Westcorp and WFS Financial shareholders; (ii)
receipt of requisite regulatory approvals, including the approval
of applicable banking regulators; (iii) receipt of opinions as to
the tax treatment of the WFS Financial merger and the acquisition
of Westcorp by Wachovia, pursuant to the merger of Westcorp with
and into Wachovia, with Wachovia the surviving corporation (the
"Westcorp Merger"); (iv) listing on the New York Stock Exchange,
Inc., subject to notice of issuance, of Wachovia's common stock to
be issued in the Westcorp Merger and the WFS Financial merger; (v)
actual or potential litigation; and (vi) satisfaction of certain
other conditions. Additional factors that could cause WFS
Financial's results to differ materially from those described in
the forward-looking statements can be found in WFS Financial's
Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and
Current Reports on Form 8-K filed with the SEC. All forward-looking
statements in this document are made as of the date hereof, based
on information available to WFS Financial as of the date hereof,
and WFS Financial assumes no obligation to update any
forward-looking statement. Additional Information The proposed WFS
Financial merger will be submitted to WFS Financial's shareholders
for their consideration and the Westcorp Merger will be submitted
to Westcorp's shareholders for their consideration. Wachovia has
filed a registration statement, which includes a preliminary joint
proxy statement-prospectus for each of Westcorp and WFS Financial,
and each of Wachovia, Westcorp and WFS Financial may file other
relevant documents concerning the proposed mergers with the SEC.
The registration statement and preliminary joint proxy
statement-prospectus are not yet final and will be further amended.
Shareholders are urged to read the definitive joint proxy
statement-prospectus when it is available and any other relevant
documents filed with the SEC, as well as any amendments or
supplements to those documents, because those documents will
contain important information about Wachovia, Westcorp, WFS
Financial, the proposed mergers and transactions contemplated
thereby and related matters. You can obtain a free copy of the
definitive joint proxy statement-prospectus once it is available,
as well as other filings containing information about Wachovia,
Westcorp and WFS Financial, at the SEC's website
(http://www.sec.gov). You will also be able to obtain these
documents, free of charge, at Wachovia's website
(http://www.wachovia.com) under the tab "Inside Wachovia --
Investor Relations" and then under the heading "Financial Reports
-- SEC Filings." Copies of the definitive joint proxy
statement-prospectus once it is available, and SEC filings that are
incorporated by reference therein, can also be obtained, free of
charge, by directing a request to Wachovia Corporation, Investor
Relations, One Wachovia Center, 301 South College Street,
Charlotte, NC 28288-0206, (704)-374-6782; or to Westcorp or WFS
Financial, Attn: Investor Relations, 23 Pasteur, Irvine, CA 92618,
(949)-727-1002. Wachovia, Westcorp and WFS Financial and their
respective directors and executive officers may be deemed to be
participants in the solicitation of proxies from the shareholders
of Westcorp and/or WFS Financial in connection with the proposed
mergers. Information about the directors and executive officers of
Wachovia is set forth in the proxy statement for Wachovia's 2005
annual meeting of shareholders, as filed with the SEC on a Schedule
14A on March 14, 2005. Information about the directors and
executive officers of Westcorp is set forth in the proxy statement
for Westcorp's 2005 annual meeting of shareholders, as filed with
the SEC on a Schedule 14A on March 28, 2005, and information about
the directors and executive officers of WFS Financial is set forth
in the proxy statement for WFS Financial's 2005 annual meeting of
shareholders, as filed with the SEC on a Schedule 14A on March 28,
2005. Additional information regarding the interests of those
participants and other persons who may be deemed participants in
the transaction may be obtained by reading the definitive joint
proxy statement-prospectus once it is available. You may obtain
free copies of these documents as described in the preceding
paragraph.
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