Solera National Bancorp, Inc. Issues Statement Regarding Director Nominations
25 Mars 2014 - 8:38PM
Solera National Bancorp, Inc. (OTCQB:SLRK) (the "Company,"
"Solera," or "we"), the holding company for Solera National Bank,
today announced that it has received a notice from Michael
Quagliano that Mr. Quagliano intends to nominate seven persons,
including himself, for election as directors at the Company's 2014
annual stockholders' meeting (the "Annual Meeting"). After careful
consideration, the Company's board of directors (the "Board") has
determined not to recommend that Mr. Quagliano and his other
nominees be elected to the Board. Instead, the Board has determined
to nominate for re-election 11 of the current 13 board
members. The Board's nominees have a broad range of relevant
experience and all but one are independent. The Board firmly
believes that the re-election of these directors is in the best
interest of the Company's shareholders.
The Company has attempted on multiple occasions to meet with Mr.
Quagliano to discuss his concerns, but he has refused to meet with
us. We are disappointed that he has decided to pursue a costly
and disruptive proxy contest rather than engage in a constructive
dialogue.
The Company also announced that it has received a notice from
Kathleen Stout that she intends to nominate eight persons for
election at the Annual Meeting. After careful consideration,
the Board has determined not to recommend any of Ms. Stout's
nominees for election to the Board. Ms. Stout is a former
executive of the Company who was terminated in December
2013. She indicated in her notice her desire to be rehired to
her former position.
The Company will hold the Annual Meeting on May 22,
2014.
About Solera National Bancorp, Inc.
Solera National Bancorp, Inc. was incorporated in 2006 to
organize and serve as the holding company for Solera National Bank,
which opened for business in September of 2007. Solera National
Bank is a community bank serving emerging businesses in Lakewood,
Colorado with five additional loan production offices in South
Denver, Boulder, Durango, north Colorado Springs and downtown
Colorado Springs. At the core of Solera National Bank is welcoming,
inclusive and respectful customer service, a focus on supporting a
growing and diverse Colorado economy, and a passion to serve the
Hispanic community through service, education and volunteerism. For
more information, please visit http://www.SoleraBank.com.
CONTACT: SOLERA NATIONAL BANCORP,
INC. |
JOHN P. CARMICHAEL, PRESIDENT &
CEO |
(303) 937-6422 |
Important Additional Information
Solera, its directors and certain of its executive officers may
be deemed to be participants in the solicitation of proxies from
Solera shareholders in connection with the matters to be considered
at the Annual Meeting. Solera intends to file a proxy
statement and WHITE proxy card with the U.S. Securities and
Exchange Commission (the "SEC") in connection with any such
solicitation of proxies from Solera shareholders. SOLERA
SHAREHOLDERS ARE STRONGLY ENCOURAGED TO READ SUCH PROXY STATEMENT
AND ACCOMPANYING WHITE PROXY CARD WHEN THEY BECOME AVAILABLE AS
THEY WILL CONTAIN IMPORTANT INFORMATION. Information regarding
the ownership of Solera's directors and executive officers in
Solera stock and options is included in their SEC filings on Forms
3, 4, and 5, which can be found through the Company's website
(www.solerabank.com) in the section "Investor Relations" or through
the SEC's website at www.sec.gov. Information can also be
found in Solera's other SEC filings, including Solera's definitive
proxy statement for the 2013 Annual Meeting and its Annual Report
on Form 10-K for the year ended December 31, 2013. More
detailed and updated information regarding the identity of
potential participants, and their direct or indirect interests, by
security holdings or otherwise, will be set forth in the proxy
statement and other materials to be filed with the SEC in
connection with the Annual Meeting. Shareholders will be able
to obtain the proxy statement, any amendments or supplements to the
proxy statement and other documents filed by Solera with the SEC
for no charge at the SEC's website at www.sec.gov. Copies will
also be available at no charge at Solera's website at
www.solerabank.com, or by calling Solera's proxy solicitor,
Alliance Advisors, LLC, toll free at (855) 737-3177.
Solera National Bancorp (PK) (USOTC:SLRK)
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