A.G. Edwards, Inc. Announces Date for Special Meeting of Stockholders to Vote on Proposed Merger with Wachovia Corporation
2007年8月29日 - 10:25PM
PRニュース・ワイアー (英語)
ST. LOUIS, Aug. 29 /PRNewswire-FirstCall/ -- A special meeting of
stockholders of A.G. Edwards, Inc., a Delaware corporation, is
being held on Friday, Sept. 28, 2007, at 10:00 a.m., local time, at
A.G. Edwards' home office, One North Jefferson Avenue, St. Louis,
Missouri, for the following purposes: -- To consider and vote on
the proposal to adopt the Agreement and Plan of Merger, dated May
30, 2007, by and among Wachovia Corporation, White Bird Holdings,
Inc., a wholly-owned subsidiary of Wachovia, and A.G. Edwards,
Inc., as more fully described in the proxy statement-prospectus to
be mailed to A.G. Edwards stockholders. -- To consider and vote
upon a proposal to approve the adjournment of the special meeting,
including, if necessary, to solicit additional proxies in the event
that there are not sufficient votes at the time of the special
meeting for the foregoing proposal. The close of business on August
13, 2007 has been fixed as the record date for determining those
stockholders entitled to notice of, and to vote at, the special
meeting and any adjournments or postponements of the special
meeting. Only A.G. Edwards stockholders of record at the close of
business on that date are entitled to notice of, and to vote at,
the special meeting and any adjournments or postponements of the
special meeting. In order to adopt the merger agreement, the
holders of a majority of the outstanding shares of A.G. Edwards
common stock entitled to vote must vote in favor of the proposal.
The proxy statement-prospectus regarding the proposed merger will
be mailed, together with a proxy card and notice of the special
meeting, to A.G. Edwards stockholders of record as of the August
13, 2007 record date on or about August 30, 2007. FORWARD-LOOKING
STATEMENTS Wachovia Corporation and A.G. Edwards have entered into
a merger agreement. The proposed merger between Wachovia and A.G.
Edwards (the "Merger") is subject to numerous assumptions, risks,
and uncertainties. Actual results could differ materially from
those contained or implied by forward-looking statements for a
variety of factors including: (1) the risk that the businesses of
Wachovia and A.G. Edwards, in connection with the Merger will not
be integrated successfully or such integration may be more
difficult, time-consuming or costly than expected; (2) the risk
that expected revenue synergies and cost savings from the Merger
may not be fully realized or realized within the expected time
frame; (3) the risk that revenues following the Merger may be lower
than expected; (4) deposit attrition, operating costs, customer
loss and business disruption following the Merger, including,
without limitation, difficulties in maintaining relationships with
employees, may be greater than expected; (5) the inability to
obtain governmental approvals of the Merger on the proposed terms
and schedule; (6) the failure of A.G. Edwards' shareholders to
approve the Merger; (7) the risk that the strength of the United
States economy in general and the strength of the local economies
in which Wachovia and/or A.G. Edwards conducts operations may be
different than expected resulting in, among other things, a
deterioration in credit quality or a reduced demand for credit,
including the resultant effect on Wachovia's loan portfolio and
allowance for loan losses; (8) the effects of, and changes in,
trade, monetary and fiscal policies and laws, including interest
rate policies of the Board of Governors of the Federal Reserve
System; (9) potential or actual litigation; (10) inflation,
interest rate, market and monetary fluctuations; and (11) adverse
conditions in the stock market, the public debt market and other
capital markets (including changes in interest rate conditions) and
the impact of such conditions on Wachovia's and A.G. Edwards'
brokerage and capital markets activities. Additional factors that
could cause Wachovia's and A.G. Edwards' results to differ
materially from those described in the forward-looking statements
can be found in Wachovia's and A.G. Edwards' Annual Reports on Form
10-K, Quarterly Reports on Form 10-Q and Current Reports on Form
8-K filed with the SEC. All subsequent written and oral
forward-looking statements concerning A.G. Edwards or the proposed
Merger or other matters and attributable to Wachovia or A.G.
Edwards or any person acting on their behalf are expressly
qualified in their entirety by the cautionary statements above.
Wachovia and A.G. Edwards do not undertake any obligation to update
any forward-looking statement, whether written or oral, relating to
the matters discussed in this material. The proposed Merger will be
submitted to A.G. Edwards' shareholders for their consideration.
Wachovia has filed a registration statement with the SEC, which
includes a proxy statement/prospectus regarding the proposed
Merger. A.G. Edwards' shareholders and other investors are urged to
read the registration statement and the proxy statement/prospectus,
as well as any other relevant documents concerning the proposed
Merger filed with the SEC (and any amendments or supplements to
those documents), because they will contain important information.
You can obtain a free copy of the registration statement and the
proxy statement/prospectus, as well as other filings containing
information about Wachovia and A.G. Edwards, at the SEC's website
(http://www.sec.gov/) and at the companies' respective websites,
http://www.wachovia.com/ and http://www.agedwards.com/. Copies of
the proxy statement/prospectus and the SEC filings that will be
incorporated by reference in the proxy statement/prospectus can
also be obtained, free of charge, by directing a request to
Wachovia Corporation, Investor Relations, One Wachovia Center, 301
South College Street, Charlotte, NC 28288-0206, 704-383-0798; or to
A.G. Edwards, Inc., Investor Relations, One North Jefferson Avenue,
St. Louis, MO 63103, 314-955-3782. Wachovia and A.G. Edwards and
their respective directors and executive officers, may be deemed to
be participants in the solicitation of proxies from the
shareholders of A.G. Edwards in connection with the proposed
Merger. Information about the directors and executive officers of
Wachovia is set forth in the proxy statement for Wachovia's 2007
annual meeting of shareholders, as filed with the SEC on a Schedule
14A on March 9, 2007. Information about the directors and executive
officers of A.G. Edwards is set forth in the proxy statement for
A.G. Edwards' 2007 annual meeting of shareholders, as filed with
the SEC on a Schedule 14A on May 15, 2007. Additional information
regarding the interests of those participants and other persons who
may be deemed participants in the Merger may be obtained by reading
the proxy statement/prospectus regarding the proposed Merger when
it becomes available. You may obtain free copies of these documents
as described in the preceding paragraph. DATASOURCE: A.G. Edwards,
Inc. CONTACT: media, Pia Reinhold, +1-314-955-4651, , or investors,
Justin Gioia, +1-314-955-2379, , both of A.G. Edwards, Inc. Web
site: http://www.agedwards.com/ http://www.wachovia/
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