Nara Bancorp and Center Financial Shareholders Approve Planned Merger of Equals
22 9월 2011 - 11:54AM
Business Wire
Nara Bancorp, Inc. (NASDAQ:NARA) and Center Financial
Corporation (NASDAQ:CLFC) today announced the receipt of
shareholder approval for the planned merger of the two companies.
The shareholders of Nara Bancorp and Center Financial approved the
merger at each company’s respective annual meeting of shareholders
held earlier today.
Approximately 74% of Nara Bancorp’s outstanding stock and over
99% of the total votes cast voted in favor of the merger.
Approximately 77% of Center Financial Corporation’s outstanding
stock and over 99% of the total votes cast voted in favor of the
merger.
“We are very pleased with the overwhelming support that the
merger agreement has received from the shareholders of both Nara
and Center,” said Alvin D. Kang, President and Chief Executive
Officer of Nara Bancorp and the future President and Chief
Executive Officer of the combined company. “The larger scale,
higher lending limits, and increased convenience that will result
from this merger will enable us to serve our customers at a level
that cannot be matched by other banks in the Korean-American
market.”
The completion of the merger is subject to receipt of regulatory
approval, as well as the satisfaction or waiver of other closing
conditions. The companies expect to complete the merger during the
fourth quarter of 2011.
In addition to approving the merger with Center Financial
Corporation, Nara Bancorp shareholders also approved an amendment
to the certificate of incorporation of Nara Bancorp to increase the
authorized number of shares of common stock to 150,000,000
shares.
About the Nara Bancorp and Center Financial Merger of
Equals
On December 9, 2010, Nara Bancorp and Center Financial announced
the signing of a definitive agreement to merge, a transaction that
will form the largest and strongest Korean-American bank in the
United States. The combined company will be the only
Korean-American bank with a national presence, with more than 40
branches in Southern California, Northern California, New York, New
Jersey, Seattle and Chicago.
About Nara Bancorp
Nara Bancorp, Inc. is the parent company of Nara Bank, a
full-service community bank headquartered in Los Angeles with $3.0
billion in assets as of June 30, 2011. Nara Bank operates 23
full-service branches in California, New York and New Jersey, and a
loan production office in Texas. Founded in 1989 specifically to
serve the needs of Korean-Americans, Nara Bank now serves a diverse
group of customers mirroring its communities. Nara Bank specializes
in core business banking products for small and medium-sized
companies, with an emphasis in commercial real estate and business
lending, SBA lending and international trade financing. Nara Bank
is a member of the Federal Reserve System and its deposits are
insured by the FDIC. Nara Bank is an Equal Opportunity Lender.
About Center Financial Corporation
Center Financial Corporation is the holding company of Center
Bank, a community bank offering a full range of financial services
for diverse ethnic and small business customers. Founded in 1986
and specializing in commercial and SBA loans and trade finance
products, Center Bank has grown to be one of the nation’s leading
financial institutions focusing on the Korean-American community,
with total assets of $2.27 billion at June 30, 2011. Headquartered
in Los Angeles, Center Bank operates a total of 21 full-service
branches and two loan production offices. The company has 16
full-service branches located throughout Southern California and
two branches in Northern California. Center Bank also operates two
branches and one loan production office in the Seattle area, one
branch in Chicago and a loan production office in Denver. Center
Bank is a California state-chartered institution and its deposits
are insured by the FDIC to the extent provided by law. For
additional information on Center Bank, visit the company’s Web site
at www.centerbank.com.
Forward-Looking Statements
This press release contains statements regarding the proposed
transaction between Nara Bancorp and Center Financial, the expected
timetable for completing the transaction, future financial and
operating results, benefits and synergies of the proposed
transaction and other statements about the future expectations,
beliefs, goals, plans or prospects of the management of each of
Nara Bancorp and Center Financial. These statements are based on
current expectations, estimates, forecasts and projections and
management assumptions about the future performance of each of Nara
Bancorp and Center Financial and the combined company, as well as
the businesses and markets in which they do and are expected to
operate. These statements constitute forward-looking statements
within the meaning of the U.S. Private Securities Litigation Reform
Act of 1995. Words such as “expects,” “believes,” “estimates,”
“anticipates,” “targets,” “goals,” “projects,” “intends,” “plans,
“seeks,” and variations of such words and similar expressions are
intended to identify such forward-looking statements which are not
statements of historical fact. These forward-looking statements are
not guarantees of future performance and involve certain risks,
uncertainties and assumptions that are difficult to assess. Actual
outcomes and results may differ materially from what is expressed
or forecasted in such forward-looking statements. The closing of
the proposed transaction is subject to regulatory approval, and
other closing conditions. There is no assurance that such
conditions will be met or that the proposed transaction will be
consummated within expected time frame, or at all. If the
transaction is consummated, factors that may cause actual outcomes
to differ from what is expressed or forecasted in these
forward-looking statements include, among things: difficulties and
delays in integrating Nara Bancorp and Center Financial and
achieving anticipated synergies, cost savings and other benefits
from the transaction; higher than anticipated transaction costs;
deposit attrition, operating costs, customer loss and business
disruption following the merger, including difficulties in
maintaining relationships with employees, may be greater than
expected; required governmental approvals of the merger may not be
obtained on its proposed terms and schedule, or without regulatory
constraints that may limit growth; competitive pressures among
depository and other financial institutions may increase
significantly and have an effect on revenues; the strength of the
United States economy in general, and of the local economies in
which the combined company will operate, may be different than
expected, which could result in, among other things, a
deterioration in credit quality or a reduced demand for credit and
have a negative effect on the combined company’s loan portfolio and
allowance for loan losses; changes in the U.S. legal and regulatory
framework; and adverse conditions in the stock market, the public
debt market and other capital markets (including changes in
interest rate conditions) which would negatively affect the
combined company’s business and operating results.
For a more complete list and description of such risks and
uncertainties, refer to Nara Bancorp’s Form 10-K for the year ended
December 31, 2010, and Center Financial’s Form 10-K for the year
ended December 31, 2010, as well as other filings made by Nara
Bancorp and Center Financial with the SEC. Except as required under
the U.S. federal securities laws and the rules and regulations of
the SEC, Nara Bancorp and Center Financial disclaim any intention
or obligation to update any forward-looking statements after the
distribution of this press release, whether as a result of new
information, future events, developments, changes in assumptions or
otherwise.
Center Financial Corporation (MM) (NASDAQ:CLFC)
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Center Financial Corporation (MM) (NASDAQ:CLFC)
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