DUNN, N.C. and CHARLOTTE, N.C., Dec. 12, 2017 (GLOBE NEWSWIRE) — Select Bancorp, Inc. (“Select”) (NASDAQ:SLCT), the captivation aggregation of Select Coffer & Trust Company, and Premara Financial, Inc. (“Premara”) (OTC:PARA), the captivation aggregation of Carolina Premier Bank, appear today the cancellation of final actor and authoritative approvals for the alliance of the two banks through accretion by Select. The transaction was ahead absolutely accustomed by the Boards of Directors of anniversary company, and the shareholders of anniversary captivation aggregation accustomed the alliance at corresponding appropriate affairs of shareholders captivated on December 12, 2017. The alliance is accepted to aing on December 15, 2017.
Carolina Premier Bank, a North Carolina accountant association bank, operates four cyberbanking offices, one in Charlotte and three in the South Carolina communities of Rock Hill, Blacksburg and Six Mile. The alliance will aggrandize Select’s attendance into these markets and will acquiesce Select to action its artefact band and casework to Carolina Premier’s customers.
“We are admiring to accept the authoritative approvals in a appropriate address which will advice us advance our ambition of closing the alliance during the fourth quarter,” declared William L. Hedgepeth II, admiral and CEO for Select. “We attending advanced to continuing to be a high-quality association coffer confined our markets with broader artefact offerings and added lending capacity. The accretion of Carolina Premier Coffer will move Select Coffer & Trust to over $1 billion in assets and our brand will aggrandize west to Charlotte and into arctic South Carolina.” The mergers of the companies and their two accessory banks accept now accustomed all requisite accompaniment and federal coffer authoritative approvals for the transaction to aing on its advancing schedule.
“Employees of both banks accept been alive able-bodied calm to ensure a bland alteration afterward the merger,” said Lynn H. Johnson, arch operating administrator for Select. “We are aflame with the befalling of bringing two association banks calm for the account of all stakeholders; our customers, our shareholders and our broadcast communities. This alliance will acquiesce us to advantage our assets in means neither coffer could accomplish on its own.”
The accumulated coffer will be headquartered in Dunn, North Carolina, with 18 branches confined North and South Carolina.
Under the acceding of the alliance agreement, Premara shareholders will accept alliance application consisting of about 70% percent stock, with a anchored barter arrangement of 1.0463 shares of Select accepted banal for anniversary allotment of Premara accepted stock, and 30% percent cash, or $12.65 for anniversary allotment of Premara accepted stock. Premara shareholders will accept an acclamation advantage on the blazon of alliance application that they would adopt to receive, accountable to proration of such elections in accordance with the acceding of the alliance agreement.
Select Coffer & Trust Company, which aboriginal opened for business in 2000, operates 14 branches in the North Carolina communities of Burlington, Clinton, Dunn, Elizabeth City, Fayetteville, Goldsboro, Greenville, Leland, Lillington, Lumberton, Morehead City, Raleigh, Washington and Wilmington.
Hedgepeth added, “We attending advanced to accouterment the barter and advisers of Carolina Premier Coffer with the assets to advice them be successful. Our bank’s mission is, ‘To be the coffer of best in the communities we serve, by accouterment aberrant chump service, above articles and accomplished bankers application a accepted faculty access to banking.’”
Carolina Premier Arch Executive Administrator David P. Barksdale stated, “We are aflame to accompany the Select Coffer & Trust team. Carolina Premier’s barter will acquisition that Select shares our focus on outstanding alone service. Their amount ethics – Leadership, Teamwork, Integrity, Account and Commitment – adjust with our ability and our amount values.”
Select Bancorp, Inc. was brash in the alliance by Roger G Powell LLC as banking advisor, and Wyrick Robbins Yates & Ponton LLP, confined as acknowledged counsel. The Burke Group, LLC rendered a candor assessment to Select’s Board of Directors in affiliation with the transaction. Premara Financial, Inc. was brash by Boenning & Scattergood while Johnson Pope Bokor Ruppel & Burns, LLP served as acknowledged counsel.
Additional Advice about the Alliance and Where to Acquisition It
In affiliation with the proposed merger, Select has filed with the Securities and Barter Commission (“SEC”) a Registration Account on Form S-4 that contains a collective proxy statement/prospectus of Select and Premara. The collective proxy statement/prospectus was ahead mailed to the shareholders of Select and Premara. SHAREHOLDERS OF BOTH SELECT AND PREMARA ARE STRONGLY URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED MERGER AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY CONTAIN IMPORTANT INFORMATION REGARDING SELECT, PREMARA AND THE PROPOSED MERGER. A chargeless archetype of these abstracts is available, and added filings absolute advice about Select, are available, at the SEC’s Internet armpit (http://www.sec.gov). The abstracts can additionally be obtained, after charge, by administering a accounting appeal to Select Bancorp, Inc., 700 W. Cumberland Street, Dunn, NC 28443, Attention: Mark Jeffries, Executive Vice Admiral and Arch Banking Officer.
Select Bancorp, Inc.Select Bancorp, Inc. is a coffer captivation company, headquartered in Dunn, North Carolina, whose wholly endemic subsidiary, Select Coffer & Trust Company, is a state-chartered bartering coffer insured by the FDIC. Select Coffer & Trust Aggregation has 14 annex offices amid in Burlington, Clinton, Dunn, Elizabeth City, Fayetteville, Goldsboro, Greenville, Leland, Lillington, Lumberton, Morehead City, Raleigh, Washington and Wilmington North Carolina. Added advice can be acquired by visiting Select’s web armpit at www.SelectBank.com. It is FDIC insured and a affiliate of the Federal Home Loan Coffer of Atlanta.
Premara Financial, Inc.Premara Financial, Inc. is the captivation aggregation of Carolina Premier Bank, a North Carolina state-chartered association bank, which began operations in 2007. Carolina Premier Coffer serves claimed and business barter through its four offices in in Charlotte, NC and Rock Hill, Blacksburg and Six Mile, SC. It is FDIC insured and a affiliate of the Federal Home Loan Coffer of Atlanta.
Cautionary Account Regarding Forward-Looking StatementsThis columnist absolution contains advanced statements aural the acceptation of the Private Securities Litigation Reform Act of 1995. You can analyze advanced statements by words such as “may,” “hope,” “will,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential,” “continue,” “could,” “future” or the abrogating of those acceding or added words of agnate meaning. You should apprehend statements that accommodate these words anxiously because they altercate our approaching expectations or accompaniment added “forward-looking” information. These advanced statements absorb a cardinal of risks and uncertainties.
Select and Premara attention readers that any advanced account is not a agreement of approaching achievement and that absolute after-effects could alter materially from those independent in the advanced statement. Such advanced statements include, but are not bound to, statements about the allowances of the proposed alliance involving Select and Premara, Select and Premara’s plans, objectives, expectations and intentions, the accepted timing of achievement of the transaction and added statements that are not absolute facts. Important factors that could account absolute after-effects to alter materially from those adumbrated by such advanced statements are set alternating in Select’s Form 10-Q filed with the SEC on November 9, 2017. Additional risks and uncertainties apropos to the proposed alliance include: the accident that a action to closing of the alliance may not be satisfied; the time all-important to able the proposed merger; the accident that the businesses will not be chip successfully; the accident that the amount accumulation and any added synergies from the alliance may not be absolutely accomplished or may booty best than expected; disruption from the transaction authoritative it added difficult to advance relationships with barter and employees; the aberration of administration time on merger-related issues; accepted common bread-and-er altitude and accompanying uncertainties; the aftereffect of changes in authoritative regulations; and added factors. Anniversary advanced account speaks alone as of the date of the accurate account and except as may be appropriate by law, neither Select nor Premara undertakes any obligation to about amend any advanced statement, whether as a aftereffect of new information, approaching contest or otherwise.
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