Old Line Bancshares, Inc. and WSB Holdings, Inc. Announce Extension of Election Deadline for WSB Holdings Stockholders
April 30 2013 - 9:30AM
Old Line Bancshares, Inc. (Nasdaq:OLBK), the parent company of Old
Line Bank, and WSB Holdings, Inc. (Nasdaq:WSB), the parent company
of The Washington Savings Bank, F.S.B., today jointly announced the
extension of the deadline for WSB Holdings, Inc. stockholders to
elect the form of merger consideration they wish to receive in
connection with the pending acquisition of WSB Holdings, Inc. by
Old Line Bancshares, Inc. to 5:00 p.m., Eastern Time, on May 3,
2013 (the "Election Deadline").
Pursuant to the parties' Agreement and Plan of
Merger relating the merger of WSB Holdings, Inc. with and into Old
Line Bancshares, Inc., the Extension Deadline is the date that is
five calendar days prior to the closing of the merger. The Election
Deadline is being extended because the parties now expect the
merger to close on May 10, 2013.
As previously announced, WSB Holdings, Inc. stockholders can
elect, for their shares of WSB Holdings, Inc. common stock held,
either cash, Old Line Bancshares, Inc. common stock, or a mix of
cash and Old Line Bancshares, Inc. common stock, according to the
terms set forth in the companies' joint proxy statement/prospectus.
Elections may be subject to proration. In order for an election to
be effective, the exchange agent, American Stock Transfer and Trust
Company, must receive a properly completed Election Form and Letter
of Transmittal prior to the Election Deadline. WSB Holdings, Inc.
stockholders who have already submitted a completed Election Form
and Letter of Transmittal do not need to take any action on account
of this extension unless they wish to change their consideration
election. In that case, a stockholder may withdraw such
submission and resubmit a new Election Form and Letter of
Transmittal to the exchange agent prior to the Election
Deadline.
Copies of the Election Form and Letter of
Transmittal and joint proxy statement/ prospectus were previously
mailed to WSB Holdings, Inc. stockholders and contain additional
information regarding the transaction and making a consideration
election. WSB Holdings, Inc. stockholders are urged to carefully
review the joint proxy statement/prospectus and the other materials
included or incorporated by reference therein. This information has
not changed and is not otherwise modified by this extension of the
Election Deadline.
Old Line Bancshares, Inc. is the parent company of
Old Line Bank, a Maryland chartered commercial bank headquartered
in Bowie, Maryland, approximately 10 miles east of Andrews Air
Force Base and 20 miles east of Washington, D.C. Old Line Bank has
18 branches located in its primary market area of suburban Maryland
(Washington, D.C. suburbs and Southern Maryland) counties of Anne
Arundel, Calvert, Charles, Prince George's and St. Mary's. It also
targets customers throughout the greater Washington, D.C.
metropolitan area.
WSB Holdings, Inc. is the parent company of The
Washington Savings Bank, a federally chartered savings bank
headquartered in Bowie, Maryland. The Washington Savings Bank
was founded over 30 years ago. Over three decades, The
Washington Savings Bank has provided residents, business and
professionals of Anne Arundel, Charles and Prince George's counties
with banking services by a locally-owned and managed community
bank.
Important Information for Investors and
Stockholders
This communication does not constitute an offer to
sell or the solicitation of an offer to buy any
securities. This press release contains statements relating to
a proposed merger between Old Line Bancshares, Inc. and WSB
Holdings, Inc. that is the subject of a final joint proxy
statement/prospectus that was filed by each of Old Line Bancshares,
Inc. and WSB Holdings, Inc. with the SEC on March 5, 2013 and has
been mailed to stockholders of Old Line Bancshares, Inc and WSB
Holdings, Inc.
This release is not a substitute for the joint
proxy statement/prospectus or any other document that Old Line
Bancshares, Inc. or WSB Holdings, Inc. has filed or may file with
the SEC or has sent or may send to its stockholders in connection
with the proposed merger. INVESTORS AND STOCKHOLDERS ARE URGED
TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT
DOCUMENTS THAT HAVE BEEN OR MAY BE FILED WITH THE SEC OR SENT TO
STOCKHOLDERS, INCLUDING THE FINAL JOINT PROXY STATEMENT/
PROSPECTUS, AS THEY BECOME AVAILABLE BECAUSE THEY CONTAIN AND WILL
CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. All
such documents, when filed, are available free of charge at the
SEC's website (www.sec.gov) or by directing a request, in the case
of Old Line Bancshares, Inc., to Christine M. Rush at (301)
430-2500 and, in the case of WSB Holdings, Inc., to Carol Ramey at
(301) 861-5910.
This communication shall not constitute an offer to sell or the
solicitation of an offer to buy any securities nor shall there be
any sale of securities in any jurisdiction in which the offer,
solicitation, or sale is unlawful before registration or
qualification of the securities under the securities laws of the
jurisdiction. No offer of securities shall be made except by
means of a prospectus satisfying the requirements of Section 10 of
the Securities Act of 1933, as amended.
CONTACT: OLD LINE BANCSHARES, INC. CONTACT:
CHRISTINE M. RUSH
CHIEF FINANCIAL OFFICER
(301) 430-2544
WSB HOLDINGS, INC. CONTACT:
CAROL A. RAMEY
CHIEF FINANCIAL OFFICER
(301) 861-5910
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