1ST Constitution Bancorp (NASDAQ: FCCY) (“1ST Constitution”), the
parent company of 1ST Constitution Bank, announced that the merger
of Shore Community Bank (formerly OTC PINK: SHRC) with and into 1ST
Constitution Bank closed effective as of 5:01 p.m. Eastern Time on
November 8, 2019.
At the effective time of the merger, each share
of Shore Community Bank common stock was converted into the right
to receive, at the election of the holders thereof, (i) $16.50 in
cash, (ii) 0.8786 of a share of 1ST Constitution common stock or
(iii) a combination of cash and 1st Constitution common
stock. As a result of the merger, former Shore shareholders
will receive an aggregate of 1,509,275 shares of 1ST Constitution
common stock and an aggregate of approximately $24,233,385 in cash,
which does not include cash in lieu of fractional shares. 1ST
Constitution now has, including the shares issued in connection
with the merger, 10,191,676 shares of common stock outstanding.
1ST Constitution Bank will now operate 26 branch
banking offices in Central New Jersey, primarily in Mercer,
Middlesex, Monmouth, Ocean and Somerset Counties, including five
branch offices located in Ocean County, New Jersey.
Robert F. Mangano, President and Chief Executive
Officer of 1ST Constitution, said, “We are very excited about the
expected benefits of the merger for our customers and
shareholders. The expansion into Ocean County should provide
additional lending and deposit gathering opportunities for
us. We also believe that the merger will enable us to better
serve our combined customer base and create long term value for our
shareholders.”
About 1ST Constitution
Bancorp
1ST Constitution Bancorp, through its primary
subsidiary, 1ST Constitution Bank, has approximately $1.3 billion
of assets and operates 26 branch banking offices in Asbury Park,
Cranbury (2), Fair Haven, Fort Lee, Freehold, Hamilton, Hightstown,
Hillsborough, Hopewell, Jackson, Jamesburg, Lawrenceville, Little
Silver, Long Branch, Manahawkin, Neptune City, Perth Amboy,
Plainsboro, Princeton, Rocky Hill, Rumson, Shrewsbury and Toms
River (3) New Jersey.
1ST Constitution Bancorp is traded on the NASDAQ
Global Market under the trading symbol “FCCY” and information about
1ST Constitution Bancorp can be accessed through the Internet at
www.1STCONSTITUTION.com.
Cautionary Language Concerning
Forward-Looking Statements
Information set forth in this press release,
including statements as to the effects of the merger, constitute
forward-looking statements within the meaning of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995
and the rules, regulations and releases of the Securities and
Exchange Commission (the “SEC”). Such forward-looking
statements include, but are not limited to, statements about the
benefits of the merger, including future financial and operating
results, and the combined company’s plans, objectives, expectations
and intentions. Any statements that are not statements of
historical fact, including statements containing such words as
“will,” “could,” “plans,” “intends,” “expect,” “believe,” “view,”
“opportunity,” “allow,” “continues,” “reflects,” “typically,”
“anticipate,” “estimated,” or similar expressions, should also be
considered forward-looking statements, although not all
forward-looking statements contain these identifying words.
Readers should not place undue influence on these forward-looking
statements, which are based upon the current beliefs and
expectations of the management of 1ST Constitution and Shore
Community Bank. These forward-looking statements are subject
to risks and uncertainties, and actual results might differ
materially from those discussed in, or implied by, the
forward-looking statements.
There are important factors that could cause
actual results or events to differ materially from those indicated
by such forward looking statements, including the factors described
in the 1st Constitution 2018 Annual Report on Form 10-K, which was
filed with the SEC on March 15, 2019. Although management has
taken certain steps to mitigate any negative effect of the
aforementioned items, significant unfavorable changes could
severely impact the assumptions used and could have an adverse
effect on profitability.
1ST Constitution undertakes no obligation to
update, alter, or otherwise revise any 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.
Contact: Robert F.
Mangano
President and Chief Executive
Officer
1ST Constitution Bancorp
(609) 655-4500
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