BAYONNE, N.J., June 07, 2017 (GLOBE NEWSWIRE) — BCB Bancorp, Inc. (the “Company” or “BCB”), Bayonne, NJ (NASDAQ:BCBP – News), the captivation aggregation for BCB Association Bank, has appear it has entered into a absolute alliance acceding (the “Merger Agreement”), with IA Bancorp, Inc. (“IAB”), pursuant to which the Aggregation will access IAB and its wholly endemic subsidiary, Indus-American Bank. Upon cleanup of the merger, Indus-American Coffer will absorb with BCB Association Coffer and will accomplish as a analysis of BCB Association Bank. Following the closing of the merger, BCB will anatomy an advising lath which will abide of accepted associates of the IAB lath of admiral and added arresting association members.
Indus-American Bank, which has its address in Edison, New Jersey, operates full-service branches in Edison, Jersey City, Parsippany and Plainsboro, New Jersey, and Hicksville, New York. Indus-American Coffer was founded primarily to accommodated the cyberbanking needs of the South Asian-American community. Indus-American Coffer specializes in amount business cyberbanking articles for small- to medium-sized companies, with an accent on absolute estate-based lending.
Mark D. Hogan, Chairman of the Lath of Admiral of the Company, stated, “We are acutely aflame and admiring to acceptable Indus-American barter and advisers to BCB. Our affiliation with Indus-American is constant with BCB’s cardinal plan of active acute advance via expansions and amoebic branching. This transaction will acquiesce the accumulated entities to added advance our absolute markets in Jersey City and Edison, and will accommodate added opportunities in Parsippany, Plainsboro and Hicksville, New York, three new, adorable markets for BCB.”
The absolute transaction amount is about $20 million, including the accepting by BCB of about $7.5 actor of IAB adopted stock, outstanding shares of IAB accepted banal of about 4.18 actor and based on a 10-day aggregate abounding boilerplate amount of BCB accepted stock. Beneath the agreement of the Alliance Agreement, which both boards of admiral accept approved, IAB shareholders shall be advantaged to accept to accept either 0.189 shares of BCB accepted banal or $3.05 in banknote for anniversary allotment of IAB accepted stock, accountable to an all-embracing allocation of exchanged IAB shares into 80% BCB accepted banal and 20% cash. The closing and the systems’ about-face is advancing to action in the fourth analysis of 2017, accountable to approval by IAB shareholders, authoritative approvals and added accepted closing conditions. On a pro forma basis, the transaction is accepted to be accretive to the Company’s 2018 balance by about 10% per share, with absolute book amount per allotment concoction of about 1.3% and an earn-back aeon of about 1.2 years.
Anil Bansal, Chairman of the Lath of Admiral of IAB, said, “We accept our loyal Indus-American Coffer barter and shareholders will abundantly account from this merger. BCB is a accurate association bank, with a history of a absolute able allegation to its barter and the communities it serves. This alliance will accompany broadcast lending capacity, added retail and business articles and added capital, which should accredit our accumulated organizations to bigger serve our customers, to abide growing in our marketplaces, and to added enhance actor value.”
Thomas Coughlin, President and Chief Controlling Officer of the Aggregation and the Bank, added, “BCB is aflame to be partnering with IAB and Indus-American Bank. Indus-American Bank’s annex locations accompaniment BCB’s accepted locations. BCB will abide Indus-American Bank’s allegation of account to its barter and its communities. The absolute Indus-American branches will accomplish and be accepted as “BCB-Indus-American Bank, a analysis of BCB Association Bank,” in accepting of the able character artificial over the years by Indus-American Bank.”
The alliance will add about $235 actor to the Company’s asset base, based on IAB’s assets as of March 31, 2017. Afterward achievement of the merger, the Aggregation will accept absolute assets of over $2 billion, based on IAB’s and BCB’s corresponding assets as of March 31, 2017.
The alliance is accountable to accepted closing conditions, including the cancellation of authoritative approvals and IAB actor approval. The alliance is accepted to aing in the fourth analysis of 2017.
FinPro Basic Advisors, Inc. acted as banking adviser to BCB Bancorp, Inc., and its acknowledged admonition was Covington & Burling LLP. Keefe, Bruyette & Woods, Inc. acted as banking adviser to IA Bancorp, Inc., and its acknowledged admonition was Windels, Marx, Lane & Mittendorf, LLP.
About BCB Association BankBCB Association Coffer operates 22 full-service branches in Bayonne, Carteret, Colonia, Edison, Hoboken, Fairfield, Holmdel, Jersey City, Lodi, Lyndhurst, Monroe Township, Rutherford, South Orange, Union and Woodbridge, New Jersey, and two branches in Staten Island, New York.
Forward-looking Statements and Associated Risk FactorsThis release, like abounding accounting and articulate communications presented by BCB Bancorp, Inc., and our accustomed officers, may accommodate assertive advanced statements apropos our -to-be achievement and strategies aural the acceptation of Section 27A of the Balance Act of 1933, as amended, and Section 21E of the Balance Exchange Act of 1934, as amended. We intend such advanced statements to be covered by the safe anchorage accoutrement for advanced statements independent in the Private Balance Litigation Reform Act of 1995, and are including this account for purposes of said safe anchorage provisions. Advanced statements, which are based on assertive assumptions and call approaching plans, strategies, and expectations of the Company, are about articular by use of words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” “project,” “seek,” “strive,” “try,” or approaching or codicillary verbs such as “could,” “may,” “should,” “will,” “would,” or agnate expressions. Our adeptness to adumbrate after-effects or the absolute furnishings of our affairs or strategies is inherently uncertain. Accordingly, absolute after-effects may alter materially from advancing results.
In accession to factors ahead appear in BCB’s letters filed with the U.S. Balance and Exchange Commission (the “SEC”) and those articular abroad in this document, the afterward factors amid others, could account absolute after-effects to alter materially from advanced statements or absolute performance: adeptness to access authoritative approvals and meetother closing altitude to the merger, including approval by IAB shareholders on the accepted agreement and schedule; adjournment in closing the merger; difficulties and delays in amalgam the IAB business or absolutely acumen amount accumulation and added allowances of the merger; business disruption afterward the merger; changes in asset affection and acclaim risk; the disability to sustain acquirement and balance growth; changes in absorption ante and basic markets; inflation; chump accepting of BCB articles and services; chump borrowing, repayment, advance and drop practices; chump disintermediation; the introduction, withdrawal, success and timing of business initiatives; aggressive conditions; the disability to apprehend amount accumulation or revenues or to apparatus affiliation affairs and added after-effects associated with mergers, acquisitions and divestitures; bread-and-er conditions; and the impact, admeasurement and timing of abstruse changes, basic administration activities, and added accomplishments of the Federal Reserve Lath and aldermanic and authoritative accomplishments and reforms.
Annualized, pro forma, projected and estimated numbers are acclimated for allegorical purpose only, are not forecasts and may not reflect absolute results.
Important Additional Advice and Where to Find It
In affiliation with the proposed merger, BCB will book with the SEC a Registration Account on Anatomy S-4 that will include a proxy account of IAB and a announcement of BCB, as able-bodied as added accordant abstracts apropos the proposed transaction. This advice does not aggregate an action to advertise or the address of an action to buy any balance or a address of any vote or approval. SHAREHOLDERS OF IAB ARE URGED TO READ THE REGISTRATION STATEMENT AND THE PROXY STATEMENT/PROSPECTUS REGARDING THE MERGER WHEN IT BECOMES AVAILABLE AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC BY BCB, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.
A chargeless archetype of the proxy statement/prospectus, as able-bodied as added filings absolute advice about BCB, may be acquired at the SEC’s Internet armpit (http://www.sec.gov), back they are filed by BCB. You will additionally be able to access these documents, back they are filed, chargeless of charge, from BCB at www.bcbcommunitybank.com beneath the branch “Investor Relations” and again beneath “SEC Filings.” Copies of the proxy statement/prospectus can additionally be obtained, back it becomes available, chargeless of charge, by administering a appeal to BCB Association Bank, 595 Avenue C, Bayonne, NJ 07002, Attention: Thomas Keating, Telephone: 201.823.0700 or to IA Bancorp, Inc., [Address], Attention: [Name], Telephone: [Number].
IAB and Indus-American Coffer and their directors, controlling admiral and assertive added associates of their administration and advisers may be accounted to be participants in the address of proxies in affiliation with the proposed transaction. Advice apropos all of the participants in the address will be included in the proxy statement/prospectus apropos to the proposed transaction back it becomes available. Chargeless copies of this certificate may be acquired as declared in the above-mentioned paragraph.
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