Boe Financial Services OF Virgin (NASDAQ:BSXT)
Historical Stock Chart
From Jul 2019 to Jul 2024
![Click Here for more Boe Financial Services OF Virgin Charts. Click Here for more Boe Financial Services OF Virgin Charts.](/p.php?pid=staticchart&s=N%5EBSXT&p=8&t=15)
Community Bankers Acquisition Corp. (“CBAC”)
(Amex:BTC) announced today that it received the regulatory approvals
necessary to acquire TransCommunity Financial Corporation (“TFC”)
(OTCBB:TCYF) and BOE Financial Services of Virginia, Inc. (“BOE”)
(Nasdaq:BSXT).
The Federal Reserve Bank of Richmond, acting under delegated authority
of the Board of Governors of the Federal Reserve System, notified CBAC
on April 15, 2008 that its applications to become a bank holding
company, become a financial holding company and acquire TFC and BOE were
approved subject to a 15 day waiting period. On April 7, 2008 the State
Corporation Commission of the Commonwealth of Virginia also approved the
acquisitions. Closing of the TFC and BOE mergers are also subject to
receipt of the approvals of the shareholders of TFC and BOE and the
stockholders of CBAC.
As previously announced, the shareholder meetings for TFC and BOE and
the stockholder meetings for CBAC are currently scheduled to take place
on the following dates:
TFC, April 28, 2008, Special Meeting
BOE, April 25, 2008, Special Meeting
CBAC, April 25, 2008, Annual Meeting and Special Meeting.
The management and Boards of Directors of each of CBAC, TFC and BOE
recommend that shareholders vote in favor of the mergers and each of the
proposals to be considered at the meetings. Additional information about
the proposed mergers and each of the other proposals can be found in the
respective definitive joint proxy statement/prospectuses. The definitive
joint proxy statement/prospectus relating to the CBAC annual meeting and
the TFC special meeting was filed with the Securities and Exchange
Commission (the “SEC”)
on March 31, 2008, and the definitive joint proxy statement/prospectus
relating to the CBAC special meeting and the BOE special meeting was
also filed with the SEC on March 31, 2008. Both documents are available
at www.sec.gov.
Stockholders of CBAC or shareholders of TFC and BOE with questions about
voting their shares or the mergers should contact Morrow & Co., the
proxy solicitor for each of CBAC, TFC and BOE, at (800) 607-0088. CBAC
stockholders seeking to withdraw shares previously submitted for
conversion should ensure that their bank or broker makes arrangements
with Continental Stock Transfer & Trust Co. to withdraw their shares by
10:00 a.m. New York time on April 25, 2008. Similarly, CBAC stockholders
seeking to exercise their conversion rights must complete the procedures
set forth in the CBAC joint proxy statement/prospectus before 10:00 a.m.
New York time on April 25, 2008. If you have previously sent a proxy
card, you do not need to send another card unless you desire to change
your vote.
Additional Information About the Mergers and Where to Find It
In connection with the proposed mergers, CBAC has filed with the SEC a
registration statement on Form S-4 to register the shares of CBAC common
stock to be issued to the shareholders of TFC as well as a registration
statement on Form S-4 to register the shares of CBAC common stock to be
issued to the shareholders of BOE. Each registration statement includes
a joint proxy statement/prospectus, which has been mailed to the
stockholders of record of CBAC and of the shareholders of TFC or BOE, as
applicable, seeking their approval of the applicable merger. In addition
CBAC, TFC, and BOE may file other relevant documents concerning the
proposed mergers with the SEC.
WE URGE INVESTORS AND SECURITY HOLDERS TO READ THE REGISTRATION
STATEMENTS ON FORM S-4 AND THE JOINT PROXY STATEMENT/PROSPECTUSES FILED
WITH THE SEC AND ANY OTHER RELEVANT DOCUMENTS TO BE FILED WITH THE SEC
IN CONNECTION WITH THE PROPOSED MERGERS, BECAUSE THEY CONTAIN IMPORTANT
INFORMATION ABOUT CBAC, TFC, AND BOE AND THE PROPOSED TRANSACTIONS.
Investors and security holders may obtain free copies of these documents
through the website maintained by the SEC at http://www.sec.gov.
Free copies of both joint proxy statement/prospectuses also may be
obtained by directing a request by telephone or mail to: Community
Bankers Acquisition Corp., 9912 Georgetown Pike, Suite D203, Great
Falls, Virginia 22066, Attention: Investor Relations (telephone: (703)
759-0751). Free copies of the joint proxy statement/prospectus relating
to the proposed merger of CBAC with TFC also may be obtained by
directing a request by telephone or mail to: TransCommunity Financial
Corporation, 4235 Innslake Drive, Glen Allen, Virginia 23060, Attention:
Investor Relations (telephone: (804) 934-9999), or by accessing TFC’s
website at http://www.TCFCorp.com
under “Investor Relations.”
Free copies of the joint proxy statement/prospectus relating to the
proposed merger of CBAC with BOE also may be obtained by directing a
request by telephone or mail to: BOE Financial Services of Virginia,
Inc., 1325 Tappahannock Boulevard, Post Office Box 965, Tappahannock,
Virginia 22560, Attention: Investor Relations (telephone: (804)
443-4343), or by accessing BOE's website at http://www.bankofessex.com
under “Investor Relations.”
The information on BOE's and TFC’s websites
is not, and shall not be deemed to be, a part of this release or
incorporated into other filings either company, or CBAC, makes with the
SEC.
CBAC, TFC and BOE and their respective directors, executive officers and
members of management may be deemed to be participants in the
solicitation of proxies from the shareholders of BOE and TFC, as
applicable, and/or CBAC in connection with the mergers. Information
about the directors and executive officers of CBAC is set forth in the
Annual Report on Form 10-K filed with the SEC on March 31, 2008.
Information about the directors and executive officers of TFC is set
forth in the Annual Report on Form 10-K filed with the SEC on March 31,
2008. Information about the directors and executive officers of BOE is
set forth in the Annual Report on Form 10-K filed with the SEC on March
31, 2008. Additional information regarding the interests of these
participants and other persons who may be deemed participants in the
mergers may be obtained by reading the joint proxy
statement/prospectuses regarding the mergers filed with the SEC on March
31, 2008.
Caution Regarding Forward-Looking Statements
Statements made in this release, other than those concerning historical
financial information, may be considered forward-looking statements,
which speak only as of the date of this release and are based on current
expectations and involve a number of assumptions. These include
statements as to the anticipated benefits of the mergers, including
future financial and operating results, cost savings and enhanced
revenues that may be realized from the mergers as well as other
statements of expectations regarding the mergers and any other
statements regarding future results or expectations. Each of CBAC, TFC
and BOE intends such forward-looking statements to be covered by the
safe harbor provisions for forward-looking statements contained in the
Private Securities Litigation Reform Act of 1995 and is including this
statement for purposes of these safe harbor provisions. The companies'
respective abilities to predict results, or the actual effect of future
plans or strategies, are inherently uncertain. Factors which could have
a material effect on the operations and future prospects of each of
CBAC, TFC and BOE and the surviving corporation, include but are not
limited to: (1) the businesses of CBAC, TFC, and BOE may not be
integrated successfully or such integration may be more difficult,
time-consuming or costly than expected; (2) expected revenue synergies
and cost savings from the mergers may not be fully realized or realized
within the expected time frame; (3) revenues following the mergers may
be lower than expected; (4) customer and employee relationships and
business operations may be disrupted by the mergers; (5) the ability to
obtain required regulatory and stockholder approvals, and the ability to
complete the mergers on the expected timeframe may be more difficult,
time-consuming or costly than expected; (6) changes in interest rates,
general economic conditions, legislative/regulatory changes, monetary
and fiscal policies of the U.S. government, including policies of the
U.S. Treasury and the Federal Reserve Board may adversely impact income;
(7) changes in the quality and composition of the loan and securities
portfolios, demand for loan products, deposit flows, competition, demand
for financial services in BOE’s and TFC’s
market areas may adversely affect operations; (8) CBAC, TFC and BOE’s
implementation of new technologies and their ability to develop and
maintain secure and reliable electronic systems may impact their
respective businesses; (9) changes in accounting principles, policies,
and guidelines may impact reported earnings; and (10) other risk factors
detailed from time to time in filings made by CBAC, BOE or TFC with the
SEC may be associated with their respective businesses. CBAC, TFC and
BOE undertake no obligation to update or clarify these forward-looking
statements, whether as a result of new information, future events or
otherwise.
This release shall not constitute an offer to sell or the solicitation
of an offer to buy securities in any jurisdiction in which such
solicitation would be unlawful.