HERMITAGE, Pa. and SOLON, Ohio, Sept. 25,
2013 /PRNewswire/ -- F.N.B. Corporation (NYSE: FNB) and
PVF Capital Corp. (NASDAQ: PVFC) today announced that the
shareholders of PVF Capital Corp. have approved the Agreement and
Plan of Merger between F.N.B. Corporation and PVF Capital
Corp.
As announced previously on February 19,
2013, and as approved by the boards of directors of both
companies, shareholders of PVF Capital Corp. will be entitled to
receive 0.3405 shares of F.N.B. Corporation common stock for each
common share of PVF Capital Corp. The exchange ratio is fixed and
the transaction is expected to qualify as a tax-free exchange for
shareholders of PVF Capital Corp.
All regulatory approvals have been received, and F.N.B.
Corporation and PVF Capital Corp. expect the merger to have an
effective closing date of October 12,
2013.
About F.N.B. Corporation
F.N.B. Corporation (NYSE:
FNB), headquartered in Hermitage,
Pennsylvania, is a regional diversified financial services
company operating in six states and three major metropolitan areas
including Pittsburgh, PA, where it
holds the number three retail deposit market share, Baltimore, MD and Cleveland, OH. The Company has total assets of
$12.6 billion and more than 250
banking offices throughout Pennsylvania, Ohio, West
Virginia and Maryland.
F.N.B. provides a full range of commercial banking, consumer
banking and wealth management solutions through its subsidiary
network, which is led by its largest affiliate, First National Bank
of Pennsylvania. Commercial
banking solutions include corporate banking, small business
banking, investment real estate financing, asset based lending,
capital markets and lease financing. The consumer banking segment
provides a full line of consumer banking products and services
including deposit products, mortgage lending, consumer lending and
a complete suite of mobile and online banking services. F.N.B.'s
wealth management services include asset management, private
banking and insurance. The Company also operates Regency Finance
Company, which has more than 70 consumer finance offices in
Pennsylvania, Ohio, Kentucky and Tennessee.
The common stock of F.N.B. Corporation trades on the New York
Stock Exchange under the symbol "FNB" and is included in Standard
& Poor's SmallCap 600 Index with the Global Industry
Classification Standard (GICS) Regional Banks Sub-Industry Index.
Customers, shareholders and investors can learn more about this
regional financial institution by visiting the F.N.B. Corporation
web site at www.fnbcorporation.com.
About PVF Capital Corp.
Park View Federal is a
wholly-owned subsidiary of PVF Capital Corp. and operates 16
full-service offices located throughout the Greater Cleveland area. PVF Capital Corp.'s
common shares trade on the NASDAQ Capital Market under the symbol
PVFC.
Forward-looking Statements
This joint press release of
F.N.B. Corporation and PVF Capital Corp. contains "forward-looking
statements" within the meaning of the Private Securities Litigation
Reform Act, relating to present or future trends or factors
affecting the banking industry and, specifically, the financial
operations, markets and products of F.N.B. Corporation and PVF
Capital Corp. Forward-looking statements are typically identified
by words such as "believe", "plan", "expect", "anticipate",
"intend", "outlook", "estimate", "forecast", "will", "should",
"project", "goal", and other similar words and expressions.
These forward-looking statements involve certain risks and
uncertainties. In addition to factors previously disclosed in
F.N.B. Corporation and PVF Capital Corp. reports filed with the SEC
and those identified elsewhere in this filing, the following
factors among others, could cause actual results to differ
materially from forward-looking statements or historical
performance: ability to obtain regulatory approvals and meet other
closing conditions to the Merger, including approval by PVF Capital
Corp. shareholders, on the expected terms and schedule; delay in
closing the Merger; difficulties and delays in integrating the
F.N.B. Corporation and PVF Capital Corp. businesses or fully
realizing cost savings and other benefits; business disruption
following the Merger; changes in asset quality and credit risk; the
inability to sustain revenue and earnings growth; changes in
interest rates and capital markets; inflation; customer acceptance
of F.N.B. Corporation products and services; customer borrowing,
repayment, investment and deposit practices; customer
disintermediation; the introduction, withdrawal, success and timing
of business initiatives; competitive conditions; the inability to
realize cost savings or revenues or to implement integration plans
and other consequences associated with mergers, acquisitions and
divestitures; economic conditions; and the impact, extent and
timing of technological changes, capital management activities, and
other actions of the Federal Reserve Board and legislative and
regulatory actions and reforms. F.N.B. Corporation and PVF Capital
Corp. undertake no obligation to revise these forward-looking
statements or to reflect events or circumstances after the date of
this press release.
SOURCE F.N.B. Corporation
