Community Bank. We have incurred and expect to incur a number of non-recurring costs associated with the acquisition of Southwest Banc Shares, Inc. and First Community Bank and the acquisition of Sunshine Financial, Inc. and Sunshine Community Bank. These costs and expenses include fees paid to financial, legal and accounting advisors, severance, retention bonus and other potential employment-related costs, filing fees, printing expenses and other related charges. There are also a large number of processes, policies, procedures, operations, technologies and systems that must be integrated in connection with the merger and the integration of these companies’ businesses. While we have assumed that a certain level of expenses would be incurred in connection with the acquisitions, there are many factors beyond our control that could affect the total amount or the timing of the integration and implementation expenses. There may also be additional unanticipated significant costs in connection with the acquisitions that we may not recoup. These costs and expenses could reduce the realization of efficiencies, strategic benefits and additional income we expect to achieve from the acquisitions.
Community Bank is the beneficial owner of 1,000 shares of the outstanding capital stock of CBES Service Corporation ("Service Corporation"), a Missouri corporation, which shares represent 100% of the outstanding shares of capital stock of Service Corporation.
Community Bank an Alabama banking corporation, will pay to the party of the first part the sum of FOUR HUNDRED AND NINETY-FIVE THOUSAND AND NO/100 DOLLARS ($495,000.00) in two equal annual installments of TWO HUNDRED AND FORTY-SEVEN THOUSAND AND FIVE HUNDRED DOLLARS ($247,500.00) with the first instalment being due and payable on the eighth day after execution of this Agreement and the second and final instalment each being due and payable on January 8, 2003.
Community Bank. Trust is a Texas state savings bank, duly organized and existing under the laws of the state of Texas, and has full power and authority (including all licenses, franchises, permits and other governmental authorizations which are legally required) to own its properties and to engage in the business and activities now conducted by it, including specifically its banking business. Community Bank & Trust has 28 branch banking facilities the locations of which are listed in Section 2.3(a) of the Disclosure Letter, each of which holds a valid branch license for operation of a branch at its branch location. No license applications are pending for establishment of any other or additional branch facilities, except as otherwise described in Section 2.3(a) of the Disclosure Letter. True and complete copies of the Articles of Association and Bylaws of Community Bank & Trust, as amended to date, have been delivered to Texas Regional. Community Bank & Trust (i) is duly authorized to conduct a general banking business, in accordance with its charter, subject to the supervision of the Texas Savings and Loan Department and its primary federal regulator, the Federal Deposit Insurance Corporation, and other applicable regulatory authorities; (ii) is an insured bank as defined in the Federal Deposit Insurance Act; and (iii) has full power and authority (including all licenses, franchises, permits and other governmental authorizations which are legally required) to engage in the business and activities now conducted by it. All books and records related to the business of Community Bank & Trust are true, correct and complete in all material respects. Community Bank & Trust’s banking, trust business and other business activities are in full compliance with sound banking practices and applicable provisions of law, including the Texas Savings Bank Act, the Federal Deposit Insurance Act and the regulations of the Texas Savings and Loan Department and the Federal Deposit Insurance Corporation in all material respects. Without limiting the foregoing, Community Bank & Trust has all requisite trust powers for the operation of its trust business as presently or proposed to be conducted. The trust business is conducted in accordance with sound trust management practices. Except as disclosed in Section 2.3 of the Disclosure Letter, Community Bank & Trust has no subsidiaries or affiliates, owns no voting securities of any other corporation or other entity, and is not a member of any joint v...
Community Bank. Trust is a duly organized, validly existing and in good standing as a banking association under the laws of the State of Texas;
Community Bank. Request and Agreement for Electronic Delivery of Statements
1. Statement notifications can be sent to only one e‐mail address. For example, the notification cannot go to both account holders on a joint account.
2. The bank shall have no obligation or liability to notify any other parties to a multiple party account if the email address is changed using the procedure set forth above.
3. You agree to protect the confidentiality of your account, account number, usernames and passwords. You agree that it is your responsibility to ensure that the electronic statements are not intercepted or viewed by others and for ensuring that you have logged out when your session is complete to prevent unauthorized access. It is your responsibility to contact us if you know or suspect unauthorized use of your User ID and Password.
4. You agree that the bank has no control as to the persons who have access to your personal computer and your password once it is in your possession. The bank will not be liable for any unauthorized access to your personal computer or your passwords.
5. First Community Bank has the right to terminate its obligation to provide e‐statements service to you upon ten days of prior written notice (e‐mail acceptable).
6. If your electronic mail is returned as undeliverable a reasonable attempt will be made to contact you. Users of Online Banking are responsible for providing the bank with up‐to‐date contact information. Telephone the Bank at (608) 868‐7644 or write us at First Community Bank, 000 Xxxxxxxx Xxx, Xxxxxx, Wisconsin 53563 as soon as possible if you think your statement or ATM Card or Check Card transaction receipt is wrong, or if you need more information about a transfer listed on the statement or ATM card transaction receipt. The Bank must hear from you no later than 60 days after the Bank sends you the first statement on which any problem or error appears. When you call or write, please give the Bank the following information: (1) your name and account number; (2) a description of the error or the transfer you are unsure about and explain as clearly as you can why you believe it is an error or why you need more information; and (3) the dollar amount and the date of the suspected error. If you call the Bank about an error, the Bank will probably require that your complaint or question is submitted in writing and received within 10 business days to the address provided above. The Bank will tell you the results of its investigation within 10 ...
Community Bank. In this agreement, “you” refers to each owner and authorized signer on the accounts that may be accessed through the Services. The terms “we,” “us” and “Bank” refer to BAC Community Bank. This agreement incorporates and supplements the terms of your deposit account agreement with us. Your use of the Services will be deemed further evidence of your agreement to these terms. communications, you acknowledge that you can access, receive, and retain communications electronically. When applicable, we will consider all account holders notified when one account holder is receiving electronic communications. You also agree that we may satisfy our obligation to provide you with an annual copy of our Privacy Policy by keeping it available for review on our website (xxx.xxxxxxx.xxx). Your consent remains in effect until you give us notice that you are withdrawing it and your consent includes all electronic communications relating to any product or service provided. If you decide not to use electronic communications or electronic signature in connection with any new service, product or transaction your decision does not withdraw your consent for other products, services or transactions. You agree to notify us promptly if your mailing address, e-mail address or other information changes by calling us at 000- 000-0000, writing to us at BAC Community Bank, ATTN: Customer Support, P. O. Box 1140, Stockton, California 95201-1140 or visiting any of our branch offices. If our e-mail to you is returned as undeliverable, we may discontinue sending e-mail messages, discontinue future electronic communications and switch your communications to paper sent by U.S. Postal Service until you provide us with a valid e-mail address. You further acknowledge that by accessing our electronic services you satisfy the hardware and software requirements discussed more fully below and accordingly acknowledge that you reasonably demonstrate that you can access, receive, and retain electronic communications in the formats used for the services, regardless of whether an electronic communication is posted on internet banking or sent to you by e-mail. Certain products or services may have different hardware and software requirements or have an additional or separate electronic disclosure and consent process. post to your online banking account or post electronic communications on our website with appropriate notice to you as permitted by applicable law. At times, some electronic communications may ...
Community Bank is a commercial bank duly organized and validly existing under the laws of the Commonwealth of Pennsylvania. The deposits in Community Bank are insured by the FDIC to the fullest extent permitted by law, and all premiums and assessments required to be paid in connection therewith have been paid when due. Community Bank is a member in good standing of the FHLB and owns the requisite amount of FHLB stock.
Community Bank. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the merger, the issuance of the CVB Financial Corp. common stock in connection with the merger or the other transactions described in this joint proxy statement/prospectus, or passed upon the adequacy or accuracy of the disclosure in this document. Any representation to the contrary is a criminal offense. The securities to be issued in connection with the merger are not savings accounts, deposits or other obligations of any bank and are not insured by the Federal Deposit Insurance Corporation or any other governmental agency. If you would like to request any CVB Financial Corp. documents, your request should be sent in time to be received by CVB Financial Corp. no later than June 14, 2018 in order for you to receive the documents before the special meeting. To the Shareholders of CVB Financial Corp.:
Community Bank. Stock Price Dividends Declared Stock Price Dividends High Low Per Share High Low Per Share Second quarter (through May 3, 2018) $23.32 $21.92 N/A $264.00 $261.01 $ 0.50 First quarter $25.14 $21.64 $ 0.14 $274.00 $178.00 $ 0.50 Fourth quarter $25.49 $22.25 $ 0.14 $178.00 $168.75 $ 0.50 Third quarter $24.29 $19.58 $ 0.14 $168.50 $161.00 $ 0.50 Second quarter $22.85 $19.90 $ 0.14 $165.50 $158.00 $ 0.50 First quarter $24.63 $20.58 $ 0.12 $158.00 $128.00 $ 0.50 Fourth quarter $23.23 $16.32 $ 0.12 $128.00 $ 119.25 $ 0.50 Third quarter $17.88 $15.39 $ 0.12 $ 119.25 $101.50 $ 0.50 Second quarter $17.92 $15.25 $ 0.12 $ 93.00 $ 91.50 $ 0.50 First quarter $17.70 $14.02 $ 0.12 $ 91.50 $ 91.50 $ 0.48 The following table sets forth the closing sale prices per share of CVB common stock and Community common stock on February 26, 2018, the last trading day before the first public announcement of the terms of the merger, and on May 3, 2018. The following table also includes the equivalent market value of the merger consideration per share of Community common stock on February 26, 2018 and May 3, 2018. CVB Financial Community Equivalent Market Value Per Share of February 26, 2018(1) $ 23.60 $ 186.05 $ 279.24* May 3, 2018(2) $ 22.25 $ 262.00 $ 266.47* * Determined by adding the cash consideration of $56.00 per share plus the value of the stock consideration as of February 26, 2018 or May 3, 2018, as applicable, which is equal to the product of the exchange ratio of 9.4595 and the CVB common stock price of $23.60 as of February 26, 2018 or $22.25 as of May 3, 2018, as applicable. Assumes the value of CVB common stock is $23.60 or $22.25 per share, which was the actual closing price of CVB common stock on February 26, 2018 and May 3, 2018, respectively, and that there will be no merger consideration adjustments under the merger agreement.
