CAMP
HILL, Pa. and SALISBURY,
Md., Nov. 16, 2023 /PRNewswire/ -- LINKBANCORP,
Inc. ("LINK") (NASDAQ: LNKB), parent company of LINKBANK, and
Partners Bancorp ("Partners") (NASDAQ: PTRS), a financial services
company with two wholly-owned operating subsidiaries, The Bank of
Delmarva and Virginia Partners Bank, announced receipt of
regulatory approval from the Board of Governors of the Federal
Reserve System, the final regulatory approval required to complete
the previously announced merger of equals transaction under which
Partners will merge with and into LINK in an all-stock transaction,
with LINK as the surviving corporation in accordance with the
Agreement and Plan of Merger, dated as of February 22, 2023 by and between LINK and
Partners (the "Merger"). In connection with the Merger, The Bank of
Delmarva and Virginia Partners Bank will each merge with and into
LINKBANK, with LINKBANK as the surviving sole bank subsidiary of
LINK.
The Merger is expected to close on November 30, 2023, pending satisfaction of
customary closing conditions.
About LINKBANCORP, Inc.
LINKBANCORP, Inc. was formed in 2018 with a mission to
positively impact lives through community banking. Its subsidiary
bank, LINKBANK, is a Pennsylvania
state-chartered bank serving individuals, families, nonprofits and
business clients throughout Central and Southeastern Pennsylvania through 10 client
solutions centers and www.linkbank.com. LINKBANCORP, Inc.
common stock is traded on the Nasdaq Capital Market under the
symbol "LNKB". For further company information,
visit ir.linkbancorp.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 eleven 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 and operates a full service branch and commercial
banking office in Reston,
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.
Virginia Partners Bank also owns a controlling stake in Johnson
Mortgage Company, LLC, which is a residential mortgage company
headquartered in Newport News,
Virginia, with a branch office in Fredericksburg, Virginia. For more
information,
visit www.partnersbancorp.com, www.bankofdelmarva.com and www.vapartnersbank.com.
LINKBANCORP, Inc. Contact
Nicole Ulmer
Corporate and Investor Relations Officer
717-803-8895
nulmer@LINKBANK.com
Partners Bancorp Contact
John W. Breda
President, CEO, and Director
410-548-1100 (ext. 10233)
jbreda@bankofdelmarva.com
FORWARD-LOOKING STATEMENTS
This communication includes "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of
1995, Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended,
with respect to the beliefs, goals, intentions, and expectations of
LINK and Partners regarding the proposed transaction; the expected
timing of completion of the proposed transaction; and other
statements that are not historical facts.
Forward‐looking statements are typically identified by such
words as "believe," "expect," "anticipate," "intend," "outlook,"
"estimate," "forecast," "project," "will," "should," and other
similar words and expressions, and are subject to numerous
assumptions, risks, and uncertainties, which change over time.
These forward-looking statements include, without limitation, those
relating to the terms, timing and closing of the proposed
transaction. Additionally, forward‐looking statements speak only as
of the date they are made; LINK and Partners do not assume any
duty, and do not undertake, to update such forward‐looking
statements, whether written or oral, that may be made from time to
time, whether as a result of new information, future events, or
otherwise. Furthermore, because forward‐looking statements are
subject to assumptions and uncertainties, actual results or future
events could differ, possibly materially, from those indicated in
or implied by such forward-looking statements as a result of a
variety of factors, many of which are beyond the control of LINK
and Partners. Such statements are based upon the current beliefs
and expectations of the management of LINK and Partners and are
subject to significant risks and uncertainties outside of the
control of the parties. Caution should be exercised against placing
undue reliance on forward-looking statements. The factors that
could cause actual results to differ materially include the
following: the occurrence of any event, change or other
circumstances that could give rise to the right of one or both of
the parties to terminate the definitive merger agreement between
LINK and Partners; the outcome of any legal proceedings that may be
instituted against LINK or Partners; the possibility that the
proposed transaction will not close when expected or at all because
conditions to the closing are not satisfied on a timely basis or at
all, or are obtained subject to conditions that are not
anticipated; the ability of LINK and Partners to meet expectations
regarding the timing, completion and accounting and tax treatments
of the proposed transaction; the risk that any announcements
relating to the proposed transaction could have adverse effects on
the market price of the common stock of either or both parties to
the proposed transaction; the possibility that the anticipated
benefits of the proposed transaction will not be realized when
expected or at all, including as a result of the impact of, or
problems arising from, the integration of the two companies or as a
result of the strength of the economy and competitive factors in
the areas where LINK and Partners do business; certain restrictions
during the pendency of the proposed transaction that may impact the
parties' ability to pursue certain business opportunities or
strategic transactions; the possibility that the transaction may be
more expensive to complete than anticipated, including as a result
of unexpected factors or events; diversion of management's
attention from ongoing business operations and opportunities; the
possibility that the parties may be unable to achieve expected
synergies and operating efficiencies in the merger within the
expected timeframes or at all and to successfully integrate
Partners' operations and those of LINK; such integration may be
more difficult, time-consuming or costly than expected; revenues
following the proposed transaction may be lower than expected;
LINK's and Partners' success in executing their respective business
plans and strategies and managing the risks involved in the
foregoing; the dilution caused by LINK's issuance of additional
shares of its capital stock in connection with the proposed
transaction; effects of the announcement, pendency or completion of
the proposed transaction on the ability of LINK and Partners to
retain customers and retain and hire key personnel and maintain
relationships with their suppliers, and on their operating results
and businesses generally; and risks related to the potential impact
of general economic, political and market factors on the companies
or the proposed transaction and other factors that may affect
future results of LINK and Partners; and the other factors
discussed in the "Risk Factors" section of each of LINK's and
Partners' Annual Report on Form 10‐K for the year ended
December 31, 2022, in the "Risk
Factors" and "Management's Discussion and Analysis of Financial
Condition and Results of Operations" sections of each of LINK's and
Partners' Quarterly Report on Form 10‐Q for the quarter ended
September 30, 2023, and other reports
LINK and Partners file with the U.S. Securities and Exchange
Commission.
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SOURCE LINKBANCORP, Inc.
