State National Bancshares, Inc. Calls Special Shareholders Meeting and Sets Record Date
September 22 2006 - 5:00PM
PR Newswire (US)
FORT WORTH, Texas, Sept. 22 /PRNewswire-FirstCall/ -- State
National Bancshares, Inc. (NASDAQ:SNBI) today announced that its
board of directors has scheduled a special meeting of shareholders
for Wednesday, November 15, 2006, at 2:00 p.m., Fort Worth, Texas
time, to consider and vote upon the previously announced merger
with Banco Bilbao Vizcaya Argentaria, S.A. (NYSE:BBV). The meeting
will be held at the Renaissance Worthington Hotel located at 200
Main Street in Fort Worth, Texas 76102. Shareholders of record at
the close of business on September 29, 2006 will be entitled to
notice of and to vote at the special meeting of shareholders. ABOUT
STATE NATIONAL BANCSHARES, INC. State National Bancshares is a bank
holding company, headquartered in Fort Worth, Texas, offering a
broad range of financial products and services primarily through
its main subsidiary, State National Bank, a national banking
association. State National Bank operates through a network of 43
banking centers located throughout Texas and Southern New Mexico.
State National Bank's lending services include real estate,
mortgage, consumer and commercial loans to small to medium-sized
businesses. State National Bank's lending operations are
complemented with an array of retail and commercial deposit
products. State National Bank also offers trust and wealth
management services such as life insurance and securities products.
On June 12, 2006, State National Bancshares entered into a
definitive agreement with Banco Bilbao Vizcaya Argentaria, S.A., a
bank organized under the laws of Spain, ("BBVA") (MADRID: BBVA)
pursuant to which BBVA has agreed to acquire State National
Bancshares for approximately $480 million in cash to be financed
through BBVA's internal resources. Under the terms of the
agreement, BBVA will pay approximately $480 million in cash (or
$38.50 on a per share basis) in exchange for all of State National
Bancshares' outstanding common stock and options. FORWARD-LOOKING
STATEMENTS This press release contains certain forward-looking
information about State National Bancshares that is intended to be
covered by the safe harbor for "forward-looking statements"
provided by the Private Securities Litigation Reform Act of 1995.
All statements other than statements of historical fact are
forward-looking statements. Such statements involve inherent risks
and uncertainties, many of which are difficult to predict and are
generally beyond the control of State National Bancshares. State
National Bancshares cautions readers that a number of important
factors could cause actual results to differ materially from those
expressed in, implied or projected by, such forward-looking
statements. Risks and uncertainties include, but are not limited
to: the possibility that personnel changes will not proceed as
planned; planned acquisitions and related cost savings cannot be
realized or realized within the expected time frame; costs and
uncertainties related to the outcome of pending litigation;
revenues are lower than expected; competitive pressure among
depository institutions increases significantly; the integration of
acquired businesses costs more, takes longer or is less successful
than expected; the cost of additional capital is more than
expected; a change in the interest rate environment reduces
interest margins; general economic conditions, either nationally or
in the market areas in which State National Bancshares operates,
are less favorable than expected; legislative or regulatory
requirements or changes that adversely affect State National
Bancshares' business or regulatory capital requirements, or that
alter the regulatory capital treatment of the State National
Bancshares' trust preferred securities; changes in the securities
markets and other risks that are described in State National
Bancshares' public filings with the U.S. Securities and Exchange
Commission. If any of these risks or uncertainties materializes or
if any of the assumptions underlying such forward-looking
statements proves to be incorrect, State National Bancshares'
results could differ materially from those expressed in, implied or
projected by such forward-looking statements. State National
Bancshares assumes no obligation to update such forward-looking
statements. ADDITIONAL INFORMATION AND WHERE TO FIND IT In
connection with the proposed transaction, State National Bancshares
has filed a preliminary proxy statement with the SEC and will file
a definitive proxy statement with the SEC to be used to solicit
shareholder approval of the proposed transaction, as well as other
relevant documents concerning the proposed transaction.
Shareholders of State National Bancshares are urged to read the
definitive proxy statement regarding the proposed transaction when
it becomes available and any other relevant documents filed with
the SEC, as well as any amendments or supplements to those
documents. The definitive proxy statement will be mailed to
shareholders of State National Bancshares. You will be able to
obtain a free copy of the definitive proxy statement, as well as
other filings containing information about State National
Bancshares with the SEC at the SEC's website at http://www.sec.gov/
. Copies of the definitive proxy statement can also be obtained,
when available, without charge, by directing a request to State
National Bancshares, Inc., Investor Relations, 4500 Mercantile
Plaza Drive, Suite 300, Fort Worth, Texas 76137-4225 or at State
National Bancshares, Inc.'s Investor Relations page on its
corporate website at http://www.statenationalbank.com/ .
DATASOURCE: State National Bancshares, Inc. CONTACT: Don Cosby of
State National Bancshares, Inc., +1-817-547-1152 Web site:
http://www.statenationalbank.com/
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