SPARTA, Mich. and LAPEER, Mich., May 18,
2020 /PRNewswire/ -- ChoiceOne Financial Services, Inc.
(Nasdaq: COFS) ("ChoiceOne"), the parent company of ChoiceOne Bank,
today announced the successful completion of its previously
announced consolidation of Lakestone Bank & Trust into
ChoiceOne Bank.
"We are pleased to complete this combination of ChoiceOne Bank
and Lakestone Bank & Trust," said ChoiceOne CEO
Kelly Potes. "Our teams have worked
incredibly hard over the last 14 months to combine our banking
operations and make this transition as seamless as possible with
limited disruption for our customers. Because of our separate, but
similar markets, the consolidation presents many efficiencies and
new growth opportunities in our expanded network across
Michigan."
In March of 2019, ChoiceOne announced the merger agreement with
County Bank Corp., then the parent company of Lakestone Bank &
Trust. On October 1, 2019, County
Bank Corp, was merged into ChoiceOne after receiving regulatory and
shareholder approvals. Doubling in size as a result of the merger,
ChoiceOne is now an approximately $1.4
billion-asset bank holding company with 29 offices in West
and Southeastern Michigan.
"We now look forward to our pending acquisition with Community
Shores Bank Corporation as we move closer to achieving our
vision to be the best bank in Michigan," said Potes.
On January 6, 2020, ChoiceOne and
Community Shores Bank Corporation ("Community Shores") announced
the signing of a definitive merger agreement pursuant to which
ChoiceOne will acquire Community Shores. On May 14, 2020, ChoiceOne received approval from
the Federal Reserve Bank of Chicago, acting under authority delegated by
the Board of Governors of the Federal Reserve System, to complete
the merger. Completion of the merger is subject to certain
customary closing conditions, including, among others, receipt of
the requisite approval by Community Shores' shareholders.
"Our acquisition of Community Shores is a tremendous opportunity
for our customers, communities, employees and shareholders and
complements our vision to be the best bank in Michigan," said Potes. "Joining forces with
Community Shores is a natural geographical and cultural fit for
ChoiceOne. It allows ChoiceOne to extend our footprint into
Muskegon and Ottawa Counties and enhance the commitment
that both Community Shores Bank and ChoiceOne Bank have to our
West Michigan customers and
communities."
Upon completion of the Community Shores acquisition, the
combined company will create an approximately $1.5 billion-asset bank holding company with 33
offices in West and Southeastern
Michigan, making it the 12th largest bank holding
company in Michigan based on asset
size. ChoiceOne expects to consolidate Community Shores Bank into
ChoiceOne Bank in the second half of 2020.
"Naturally as community banks, our teams excel at customer
relations and community service," said ChoiceOne President
Michael Burke, Jr. "Together with
our excellent management teams and similar cultures, we have
leveraged our best technology, most innovative services and
lucrative products, and the most efficient operations from each
bank to secure our infrastructure and enhance our growth going
forward. Now spanning Southeast and West
Michigan, ChoiceOne will offer our customers and our
communities the best of the best."
"Our priorities for the future will build on the momentum our
organization has set in place over the years," said ChoiceOne
Chairman of the Board, Paul Johnson.
"Given the coronavirus pandemic we are experiencing, we believe our
additional scale will prove to be a great asset as we help our
customers navigate these unprecedented times. We will maintain the
strength and resilience we have built over the last 120 years and
look forward to growth in our new markets as we bridge the East and
West sides of Michigan."
Currently, ChoiceOne is working with the families, businesses
and communities that are impacted by the coronavirus pandemic.
ChoiceOne has taken serious measures to keep customers and
employees safe. "While we have a robust online banking platform
available and a complete mobile banking app, all of our branch
offices are open by appointment as well," said Potes. "We are also
working diligently with our customers on many fronts including
counseling, deferred loan payments and the Paycheck Protection
Program. The safety and wellbeing of our customers is our main
focus as we move forward during these unusual times."
About ChoiceOne
ChoiceOne Financial Services, Inc. is
a financial holding company headquartered in Sparta, Michigan and the parent corporation of
ChoiceOne Bank. Member FDIC. ChoiceOne Bank operates 29
offices across Michigan – 15
offices in parts of Lapeer,
Macomb and St. Clair counties and 14 offices in parts of
Kent, Ottawa, Muskegon, and Newaygo counties. ChoiceOne Bank offers
insurance and investment products through its subsidiary, ChoiceOne
Insurance Agencies, Inc. ChoiceOne Financial Services, Inc. common
stock is quoted on the Nasdaq under the symbol "COFS." For more
information, please visit Investor Relations at ChoiceOne's website
at choiceone.com.
About Community Shores Bank Corporation
Community
Shores Bank Corporation is the bank holding company of Community
Shores Bank, the only independent community bank with headquarters
in Muskegon, Michigan. Community
Shores Bank serves businesses and consumers in the western
Michigan counties of Muskegon and Ottawa from four branch offices. For more
information, please visit Investor Relations at Community's website
at https://communityshores.com/investor-relations/.
Forward-Looking Statements
This release may contain
forward-looking statements. Words such as "anticipates,"
"believes," "estimates," "expects," "forecasts," "intends," "is
likely," "plans," "predicts," "projects," "may," "could," "look
forward," "continue", "future" and variations of such words and
similar expressions are intended to identify such forward-looking
statements. These statements reflect current beliefs as to
the expected outcomes of future events and are not guarantees of
future performance. These statements involve certain risks,
uncertainties and assumptions ("risk factors") that are difficult
to predict with regard to timing, extent, likelihood and degree of
occurrence. Therefore, actual results and outcomes may
materially differ from what may be expressed, implied or forecasted
in such forward-looking statements. Furthermore, neither
ChoiceOne nor Community Shores undertake any obligation to update,
amend, or clarify forward-looking statements, whether as a result
of new information, future events, or otherwise. Such risks,
uncertainties and assumptions, include, among others, the
following:
- the impacts of the recent global coronavirus outbreak
(COVID-19);
- the failure of Community Shores to obtain shareholder approval,
or to satisfy any of the other closing conditions to the
transaction, on a timely basis or at all;
- 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;
- 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 problems arising from, the integration
of the two companies or as a result of the strength of the economy,
competitive factors in the areas where ChoiceOne and Community
Shores do business, or as a result of other unexpected factors or
events;
- the impact of purchase accounting with respect to the
transaction, or any change in the assumptions used regarding the
assets purchased and liabilities assumed to determine their fair
value;
- diversion of management's attention from ongoing business
operations and opportunities;
- potential adverse reactions or changes to business or employee
relationships, including those resulting from the announcement or
completion of the transaction; and
- the outcome of any legal proceedings that may be instituted
against ChoiceOne or Community Shores.
Additional risk factors include, but are not limited to, the
risk factors described in Item 1A in ChoiceOne Financial Services,
Inc.'s Annual Report on Form 10-K for the year ended December 31, 2019 and in Item 1A in ChoiceOne
Financial Service, Inc.'s Quarterly Report on Form 10-Q for the
quarter ended March 31, 2020.
Important Additional Information and Where to Find It
This communication is being made in respect of the proposed
merger transaction between ChoiceOne and Community Shores. In
connection with the proposed merger, ChoiceOne has filed with the
Securities and Exchange Commission ("SEC") a Registration
Statement on Form S-4, that includes the Proxy Statement of
Community Shores and a Prospectus of ChoiceOne, as well as other
relevant documents regarding the proposed transaction, which was
declared effective as of May 1, 2020.
A definitive Proxy Statement/Prospectus has also been sent to
Community Shores shareholders. INVESTORS ARE URGED TO READ THE
REGISTRATION STATEMENT AND THE PROXY STATEMENT/PROSPECTUS REGARDING
THE MERGER AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS
WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE
THEY WILL CONTAIN IMPORTANT INFORMATION.
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of
any vote or approval, nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of such jurisdiction.
A free copy of the Proxy Statement/Prospectus, as well as other
filings containing information about ChoiceOne and Community
Shores, may be obtained at the SEC's Internet site
http://www.sec.gov. You may obtain these documents, free of charge,
from ChoiceOne by accessing ChoiceOne's website
at http://www.choiceone.com (which website is not
incorporated herein by reference) or from Community Shores by
accessing Community Shores' website
at http://www.communityshores.com (which website is not
incorporated herein by reference). Copies of the Proxy
Statement/Prospectus can also be obtained, free of charge, by
directing a request to ChoiceOne, 109 East Division Street, Post
Office Box 186, Sparta, Michigan
49345, Attention: Mr. Thomas L.
Lampen, or by calling 616-887-7366, or to Community Shores,
1030 West Norton Avenue Muskegon,
Michigan 49441, Attention: Ms. Heather Brolick, or by calling 231-780-1845.
Participants in Solicitation
Community Shores and certain of its directors and executive
officers may be deemed to be participants in the solicitation of
proxies from Community Shores shareholders in respect of the
transaction described in the Proxy Statement/Prospectus. Additional
information regarding the interests of those participants and other
persons who may be deemed participants in the transaction may be
obtained by reading the Proxy Statement/Prospectus regarding the
proposed merger. Free copies of this document may be obtained as
described in the preceding paragraph.
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SOURCE ChoiceOne Financial Services, Inc.