HOME FEDERAL SAVINGS AND LOAN ASSOCIATION AND FIRST LOUISIANA BANK TO COMBINE INSTITUTIONS, FORMING SHREVEPORT'S LARGEST LOCAL BANK
Exhibit
99.1
For
Immediate Release
HOME
FEDERAL SAVINGS AND LOAN ASSOCIATION AND
FIRST
LOUISIANA BANK TO COMBINE INSTITUTIONS,
FORMING
SHREVEPORT'S LARGEST LOCAL BANK
Shreveport
La. (December 12, 2007) –
Home Federal Bancorp, Inc. of Louisiana, (OTCBB: HFBL), the parent of Home
Federal Savings and Loan Association, and First Louisiana Bancshares, Inc.,
the
parent of First Louisiana Bank, have entered into a definitive agreement
to
combine, forming the largest locally controlled bank in the Shreveport market
area.
The
resulting bank, Home Federal
Savings and Loan Association, which will change its name to "First Louisiana
Bank" in connection with the merger, and its newly formed holding company,
will
have combined assets of more than $250 million and six branch offices in
Caddo
and Bossier Parishes. Both banks will continue to operate
independently until the close of the transaction, which is expected to occur
late in the second quarter of 2008.
The
transaction will be accomplished
through a series of steps that will occur essentially simultaneously and
include
the mergers of First Louisiana Bancshares into the newly formed holding company
and First Louisiana Bank into Home Federal Savings and Loan. In
connection with the mergers, each share of First Louisiana Bancshares will
be
converted into the right to receive either $28.00 in cash or a number of
shares
of Home Federal Bancorp common stock based on the initial public offering
(IPO)
price of Home Federal Bancorp's common stock, at the election of the
shareholder, subject to an overall requirement that 60.0% of the total
outstanding First Louisiana common stock be exchanged for
stock. Assuming an IPO price of $10.00 per share, each share of First
Louisiana being exchanged will receive 2.8 shares of the new holding company.
The aggregate merger consideration is estimated to amount to $23.7
million.
The
transaction will also involve the
conversion of Home Federal Mutual Holding Company, currently the majority
shareholder of Home Federal Bancorp, which will result in each outstanding
share
of Home Federal Bancorp being exchanged for a certain number of shares of
the
new holding company pursuant to an exchange ratio, other than the shares
of Home
Federal Mutual Holding Company which will be cancelled. In connection
with the conversion, depositors of Home Federal Savings and Loan and certain
other persons will be given the right to purchase shares of the new holding
company in the IPO.
Xxxxxx
X. Xxxxxxx, Chairman of the
Board and President of Home Federal Savings and Loan and Home Federal Bancorp,
said, "Combining our two community institutions works on many levels because
our
franchises and philosophies complement each other so well. In
addition, the capital raised in the stock offering will enable future growth,
diversification and community development opportunities. Furthermore,
we are also very pleased to have Xxx Xxxxxxxxx, currently President and Chief
Executive Officer of First Louisiana, joining us as the President and Chief
Executive Officer of the combined banks as well as President and Chief Operating
Officer of the combined holding companies. We are excited by the
dynamics he brings to Home Federal."
Xxx
X. Xxxxxxxxx, President and Chief
Executive Officer of First Louisiana Bank and First Louisiana Bancshares,
Inc.,
said, "Existing customers at both banks will benefit from a wider selection
of
products and services and increased convenience. Meanwhile, our
employees and shareholders will have the opportunity to be involved with
a
larger community bank with excellent growth potential."
Xx.
Xxxxxxx will serve as Chairman of
the newly created holding company and bank and Chief Executive Officer of
the
holding company. Xxx X. Xxxxxxxxx will become the President and Chief
Operating Officer of the holding company and President and Chief Executive
Officer of the bank. Xx. Xxxxxxxxx will also serve as a director of
both the holding company and the bank. In addition Xxxxx X. Xxxxxxx,
Chairman of First Louisiana Bancshares, Inc. will be appointed as Vice Chairman
of the Boards of the holding company and the bank. Seven members of the First
Louisiana board will join the nine members of the Home Federal Bancorp board
to
form a new 16-member holding company board while the current five directors
of
First Louisiana Bank will join the Home Federal Savings and Loan
board.
All
branches from both banks are
expected to remain open. Also, following completion of the transaction, Xx.
Xxxxxxx and Xx. Xxxxxxxxx said they expect to add additional branches that
will
further strengthen the combined bank's presence and provide greater customer
convenience throughout the combined bank’s market areas. Together,
the banks currently employ 62 people. Xx. Xxxxxxx said the expected
expansion opportunities will likely increase the number of people working
at the
combined bank during the next several years.
The
transaction is subject to certain
conditions, including the receipt of various regulatory approvals, as well
as
the approval of the respective shareholders of First Louisiana and Home Federal
Bancorp and members of Home Federal Mutual Holding Company.
Each
of the directors of First
Louisiana and Home Federal Bancorp has agreed to vote their shares in favor
of
the merger, and each of the directors of Home Federal Bancorp has agreed
to vote
in favor of the reorganization.
The
proposed merger will be submitted
to shareholders of First Louisiana and Home Federal Bancorp for their
consideration. Home Federal Bancorp and First Louisiana will file a registration
statement, a joint proxy statement/prospectus and other relevant documents
concerning the proposed transaction with the SEC. SHAREHOLDERS OF HOME
FEDERAL BANCORP AND FIRST LOUISIANA ARE URGED TO READ THE REGISTRATION STATEMENT
AND THE PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE 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, BEFORE
MAKING ANY DECISION REGARDING THE MERGER. Shareholders of
Home Federal Bancorp and First Louisiana will be able to obtain a free copy
of
the joint proxy statement/prospectus, as well as other filings containing
information about Home Federal Bancorp, Home Federal Savings and Loan and
First
Louisiana, at the SEC's Internet site (xxxx://xxx.xxx.xxx). Copies of the
joint
proxy statement/prospectus will also be able to be obtained, without charge,
when available by directing a request to Xx. XxXxxx X. Xxxxxxxx, Corporate
Secretary, Home Federal Bancorp, Inc., 000 Xxxxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxxxx
00000.
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Home
Federal and its directors and
executive officers may be deemed to be participants in the solicitation of
proxies from the shareholders of Home Federal Bancorp in connection with
the
merger. Information about the directors and executive officers of Home Federal
Bancorp and their ownership of Home Federal common stock is set forth in
the
proxy statement, for Home Federal's 2007 Annual Meeting of Shareholders,
as
filed with the SEC on a Schedule 14A. Additional information about the interests
of those participants may be obtained from reading the definitive joint proxy
statement/prospectus regarding the proposed merger when it becomes
available.
Home
Federal Bancorp, Inc. of Louisiana
is the "mid-tier" holding company for Home Federal Savings and Loan Association,
a federally-chartered, FDIC-insured savings association headquartered in
Shreveport, Louisiana. Home Federal Savings and Loan Association
operates from its main office and two branch offices in Shreveport,
Louisiana. At September 30, 2007, Home Federal Bancorp had $125.2
million of total assets, $96.0 million of total liabilities and $29.2 million
of
stockholders' equity. Home Federal's website is
xxx.xxxxxxxxxxxxxxxxxx.xxx.
About
First Louisiana Bancshares,
Inc.
Headquartered
in Shreveport, La., First
Louisiana Bancshares, Inc. operates a one-bank subsidiary, First Louisiana
Bank.
It has three branches in Caddo and Bossier Parishes. As of September 30,
2007,
it had total assets of $121.3 million, and total liabilities of $110.4 million
and $11.0 million of stockholders' equity.
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Contacts:
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|
|
Xxxxxx
X. Xxxxxxx
|
Xxx
X. Xxxxxxxxx
|
|
President
and Chairman of the Board
|
President
and Chief Executive Officer
|
|
Home
Federal Bancorp, Inc. and
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First
Louisiana Bancshares, Inc. and
|
|
Home
Federal Savings and Loan Association
|
First
Louisiana Bank
|
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(000)
000-0000
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(000)
000-0000
|
This
news release contains certain
forward-looking statements about the proposed merger and reorganization within
the meaning of the Private Securities Litigation Reform Act of 1995. These
include statements regarding the anticipated future results. Forward-looking
statements can be identified by the fact that they do not relate strictly
to
historical or current facts. They often include words like "believe," "expect,"
"anticipate," "estimate" and "intend" or future or conditional verbs such
as
"will," "would," "should," "could" or "may." These forward-looking statements
are based upon the current beliefs and expectations of Home Federal Bancorp's
and First Louisiana's management and are inherently subject to significant
business, economic and competitive uncertainties and contingencies, many
of
which are beyond the companies' control. In addition, these forward-looking
statements are subject to the assumptions set forth below with respect to
future
business strategies and decisions that are subject to change. Actual results
may
differ materially from the anticipated results discussed in these
forward-looking statements. Home Federal Bancorp and First Louisiana do not
undertake any obligation to update any forward-looking statement to reflect
circumstances or events that occur after the date the forward-looking statements
are made. Factors that may cause actual results to differ materially from
those
contemplated by such forward-looking statements include, among other things,
the
following possibilities: (1) competitive pressure among depository institutions
increases significantly; (2) costs related to the integration of the business
of
Home Federal Bancorp and First Louisiana are greater than expected; (3)
operating costs, customer losses and business disruption following the merger
may be greater than expected; (4) governmental approvals of the merger and/or
the reorganization may not be obtained, or adverse regulatory conditions
may be
imposed in connection with governmental approvals of the merger and/or the
reorganization; (5) First Louisiana shareholders and Home Federal Bancorp
shareholders may fail to approve the merger and Home Federal Mutual Holding
Company's members as well as Home Federal Bancorp’s shareholders may fail to
approve the reorganization; (6) adverse governmental or regulatory policies
may
be enacted; (7) changes in the interest rate environment reduces interest
margins; (8) general economic conditions, either nationally or in the states
in
which the combined company will be doing business, are less favorable than
expected; (9) legislation or regulatory requirements or changes adversely
affect
the business in which the combined company will be engaged; and (10) changes
may
occur in the securities market.
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