Fulton Financial Corporation (NASDAQ: FULT) (“Fulton”) and
Prudential Bancorp, Inc. (NASDAQ: PBIP) (“Prudential Bancorp”)
today announced that Prudential Bancorp shareholders have voted to
approve Fulton’s acquisition of Prudential Bancorp and its
subsidiary, Prudential Bank, located in Philadelphia, with more
than 98% of the votes cast being voted in favor of approving the
Agreement and Plan of Merger (the “Merger Agreement”) that was
previously announced on March 2, 2022.
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the full release here:
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“The approval by Prudential Bancorp shareholders, coupled with
the receipt of all required regulatory approvals, enables us to
move forward with completing this acquisition,” said E. Philip
Wenger, Fulton’s Chairman and CEO. “We anticipate the transaction
will be consummated in early July, allowing Fulton to welcome
Prudential Bank team members and customers to Fulton while, at the
same time, significantly enhancing Fulton Bank’s presence in the
Philadelphia community.”
After Fulton’s acquisition of Prudential Bancorp is complete,
Fulton will operate two banking subsidiaries – Fulton Bank, N.A.
and Prudential Bank – until such time as Prudential Bank is merged
into Fulton Bank. Fulton expects the bank merger to occur in the
fourth quarter of 2022. Fulton received approval of its application
for the bank merger from the Office of the Comptroller of the
Currency on June 13, 2022.
Fulton, the bank holding company for Fulton Bank
(www.fultonbank.com), with consolidated assets of approximately $26
billion, provides financial services through 200 financial centers
in Pennsylvania, Delaware, Maryland, New Jersey and Virginia.
Prudential Bancorp is the bank holding company of Prudential Bank
(www.psbanker.com), a Pennsylvania-chartered savings bank with
assets of approximately $1.0 billion. Prudential Bancorp conducts
business from its headquarters and main office in Philadelphia, as
well as seven additional full-service financial centers in
Philadelphia, and one each in Drexel Hill, Delaware County and
Huntingdon Valley, Montgomery County, Pennsylvania.
Safe Harbor Statement
This communication contains certain forward-looking information
about Fulton, Prudential Bancorp, and the combined company after
the close of the merger and the bank merger 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,
uncertainties and contingencies, many of which are difficult to
predict and are generally beyond the control of Fulton, Prudential
Bancorp and the combined company. Readers are cautioned that a
number of important factors could cause actual results to differ
materially from those expressed in, or implied or projected by,
such forward-looking statements.
Forward-looking statements can be identified by the use of words
such as “may,” “should,” “will,” “could,” “estimates,” “predicts,”
“potential,” “continue,” “anticipates,” “believes,” “plans,”
“expects,” “future,” “intends,” “projects,” the negative of these
terms and other comparable terminology. These forward-looking
statements include, but are not limited to, statements regarding
the outlook and expectations of Fulton and Prudential Bancorp with
respect to the merger, the strategic benefits and financial
benefits of the merger, including the expected impact of the
transaction on Fulton’s future financial performance (including
anticipated accretion to earnings per share and other metrics), and
the timing of the closing of the transaction.
Forward-looking statements are neither historical facts, nor
assurance of future performance. Instead, the statements are based
on current beliefs, expectations and assumptions regarding the
future of the businesses of Fulton and Prudential Bancorp, future
plans and strategies, projections, anticipated events and trends,
the economy and other future conditions. Because forward-looking
statements relate to the future, they are subject to inherent
uncertainties, risks and changes in circumstances that are
difficult to predict and many of which are outside of the control
of either Fulton or Prudential Bancorp, and actual results and
financial condition may differ materially from those indicated in
the forward-looking statements. Therefore, you should not unduly
rely on any of these forward-looking statements.
All forward-looking statements included in this communication
are based on information available at the date hereof. Pro forma,
projected and estimated numbers are used for illustrative purposes
only and are not forecasts, and actual results may differ
materially. Fulton and Prudential Bancorp are under no obligation
to (and expressly disclaim any such obligation to) update or alter
these forward-looking statements, whether as a result of new
information, future events or otherwise except as required by
law.
Forward-looking statements contained in this communication are
subject to, among others, the following risks, uncertainties and
assumptions:
• the possibility that the anticipated benefits of the
transaction, including anticipated cost savings and strategic
gains, are not realized when expected or at all, including as a
result of the impact of, or challenges arising from, the
integration of Prudential Bancorp into Fulton or as a result of the
strength of the economy, competitive factors in the areas where
Fulton and Prudential Bancorp do business, or as a result of other
unexpected factors or events;
• the timing and completion of the merger transaction is
dependent on the satisfaction of closing conditions which are
contained in the Merger Agreement;
• 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 Merger Agreement;
• potential adverse reactions or changes to business or employee
relationships, including those resulting from the announcement or
completion of the merger;
• the outcome of any legal proceedings related to the merger
which may be instituted against Fulton or Prudential Bancorp;
• unanticipated challenges or delays in the integration of
Prudential Bancorp’s business into Fulton’s business and or the
conversion of Prudential Bancorp’s operating systems and customer
data onto Fulton’s may significantly increase the expense
associated with the merger; and
• other factors that may affect future results of Fulton and
Prudential Bancorp.
These forward-looking statements are also subject to the “Risk
Factors” as well as other principal risks and uncertainties
applicable to the respective businesses and activities of Fulton
and Prudential Bancorp that are disclosed in Fulton’s Annual Report
on Form 10-K for its fiscal year ended December 31, 2021, in its
Quarterly Report on Form 10-Q for the quarter-ended March 31, 2022,
and in other documents Fulton files with the U. S. Securities and
Exchange Commission (“SEC”), and in Prudential Bancorp’s Annual
Report on Form 10-K, as amended, for its fiscal year ended
September 30, 2021, in its Quarterly Reports on Form 10-Q for the
quarters-ended December 31, 2021 and March 31, 2022, and in other
documents Prudential Bancorp files with the SEC. Fulton’s and
Prudential Bancorp’s SEC filings are accessible on the SEC website
at www.sec.gov.
Additional Information About the Proposed Merger and Where to
Find It
Additional information about the merger transaction and the
Merger Agreement is available in a Current Report on Form 8-K filed
by Fulton with the SEC on March 2, 2022, as well as in the proxy
statement/prospectus filed by each of Fulton and Prudential Bancorp
on May 9, 2022.
Copies of the documents Fulton has filed or will file with the
SEC may also be obtained free of charge by contacting Matt Jozwiak,
Fulton Financial Corporation, One Penn Square, P.O. Box 4887,
Lancaster, PA 17604; and copies of the documents Prudential Bancorp
has filed or will file with the SEC may also be obtained free of
charge by contacting Jack E. Rothkopf, Prudential Bancorp, Inc.,
1834 West Oregon Avenue, Philadelphia, PA 19145.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220615005836/en/
Fulton Media Contact: Laura Wakeley (717) 291-2616 Fulton
Investor Contact: Matt Jozwiak (717) 327-2657 Prudential Bancorp
Contact: Jack E. Rothkopf (215) 755-1500
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