OceanFirst Financial Corp. and Partners Bancorp Announce Mutual Termination of Merger Agreement
November 09 2022 - 7:00AM
OceanFirst Financial Corp. (NASDAQ:OCFC) (“OceanFirst”), the
holding company for OceanFirst Bank N.A., and Partners Bancorp
(NASDAQ: PTRS) (“Partners”), the parent company of The Bank of
Delmarva (and its division, Liberty Bell Bank) headquartered in
Seaford, Delaware, and Virginia Partners Bank (and its division,
Maryland Partners Bank) headquartered in Fredericksburg, Virginia,
jointly announced today they have agreed to terminate the merger
agreement announced on November 4, 2021, effective immediately.
The termination was approved by both companies’
boards of directors after careful consideration of the proposed
merger and the progress made towards completing the proposed
merger. In addition, each party has agreed to bear its own costs
incurred to date and no termination fee will apply for either
party.
About OceanFirst Financial Corp. OceanFirst
Financial Corp.’s subsidiary, OceanFirst Bank N.A., founded in
1902, is a $12.7 billion regional bank providing financial services
throughout New Jersey and the major metropolitan markets of
Philadelphia, New York, Baltimore, and Boston. OceanFirst Bank
delivers commercial and residential financing, treasury management,
trust and asset management, and deposit services and is one of the
largest and oldest community-based financial institutions
headquartered in New Jersey. OceanFirst Financial Corp.'s press
releases are available at http://www.oceanfirst.com.
About Partners Bancorp
Partners Bancorp is the holding company for The
Bank of Delmarva and Virginia Partners Bank. The Bank of Delmarva
commenced operations in 1896. The Bank of Delmarva’s main office is
in Seaford, Delaware and it conducts full service commercial
banking through 12 branch locations in Maryland and Delaware, and
three branches operating under the name Liberty Bell Bank in the
South Jersey/Philadelphia metro market. The Bank of Delmarva
focuses on serving its local communities, knowing its customers and
providing superior customer service. Virginia Partners Bank,
headquartered in Fredericksburg, Virginia was founded in 2008 and
has three branches in Fredericksburg, Virginia. In Maryland,
Virginia Partners Bank trades under the name Maryland Partners Bank
(a division of Virginia Partners Bank) and operates a full-service
branch and commercial banking office in La Plata, Maryland and a
Loan Production Office in Annapolis Maryland. For more information,
visit www.bankofdelmarvahb.com and www.vapartnersbank.com.
Cautionary Notes on Forward-Looking
Statements
This communication contains “forward-looking
statements” within the meaning of the federal securities laws,
including Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended.
These forward-looking statements may include: implications arising
from the termination of the proposed merger; any statements of the
plans and objectives of management for future operations, products
or services; any statements of expectation or belief; any
projections or plans related to certain financial or operational
metrics; and any statements of assumptions underlying any of the
foregoing. Forward-looking statements are typically identified by
words such as “believe,” “expect,” “anticipate,” “intend,” “seek,”
“plan,” “will,” “would,” “could,” “may,” “target,” “outlook,”
“estimate,” “forecast,” “project” and other similar words and
expressions or negatives of these words. Forward-looking statements
are subject to numerous assumptions, risks and uncertainties, which
change over time and are beyond our control. Forward-looking
statements speak only as of the date they are made. Neither
OceanFirst nor Partners Bancorp assumes any duty or obligation (and
does not undertake) to update or supplement any forward-looking
statements. Because forward-looking statements are, by their
nature, to different degrees, uncertain and subject to numerous
assumptions, risks and uncertainties, actual results or future
events, circumstances or developments could differ, possibly
materially, from those that OceanFirst or Partners Bancorp
anticipated in its forward-looking statements, and future results
and performance could differ materially from historical
performance. Factors that could cause or contribute to such
differences include, but are not limited to, those included under
Item 1A “Risk Factors” in OceanFirst’s Annual Report on Form 10-K,
under Item 1A “Risk Factors” in Partners Bancorp’s Annual Report on
Form 10-K and those disclosed in OceanFirst’s and Partners
Bancorp’s other periodic reports filed with the Securities and
Exchange Commission. The list of factors presented here is not, and
should not be, considered a complete statement of all potential
risks and uncertainties. Unlisted factors may present significant
additional obstacles to the realization of forward-looking
statements. For any forward-looking statements made in this
communication or in any documents, OceanFirst or Partners Bancorp
claim the protection of the safe harbor for forward-looking
statements contained in the Private Securities Litigation Reform
Act of 1995.
Contacts: |
|
For OceanFirst Financial
Corp. |
For Partners Bancorp |
Patrick Barrett |
Lloyd B. Harrison |
Executive Vice President
and |
Chief Executive Officer |
Chief Financial Officer |
Virginia Partners Bank/ |
OceanFirst Financial
Corp. |
Maryland Partners Bank (a
division of |
732.240.4500 ext. 7507 |
Virginia Partners Bank) |
pbarrett@oceanfirst.com |
540.899.2234 |
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