PHILADELPHIA, Jan. 28 /PRNewswire-FirstCall/ -- Sovereign Bancorp, Inc.
("Sovereign") (NYSE: SOV), parent company of Sovereign Bank ("Bank") announced
today the final election results for holders of Waypoint Financial Corp.
("Waypoint") common stock in connection with Sovereign's acquisition of
Waypoint, which was completed on Friday, January 21, 2005.
Waypoint shareholders were given the option to elect to receive cash,
shares of Sovereign common stock or a combination of cash and shares of
Sovereign stock. Holders of 92.57% of the outstanding shares of Waypoint
common stock made valid elections prior to the election deadline. Final
election results indicate that holders of 71.14% of Waypoint's outstanding
shares elected to receive Sovereign common stock, holders of 21.13% elected to
receive cash, and holders of .29% elected no preference.
Under the terms of the Merger Agreement and as described in the Proxy
Statement/Prospectus, 30% of the outstanding shares of Waypoint common stock
will receive cash consideration and 70% will receive consideration in the form
of Sovereign common stock in exchange for shares of Waypoint common stock.
Accordingly, based on the final election results, approximately 98.39% of the
shares owned by holders of Waypoint common stock who made a valid election to
receive Sovereign common stock will receive Sovereign common stock and
approximately 1.61% of the shares owned by holders of Waypoint common stock
who made a valid election to receive Sovereign common stock will instead
receive $28.00 in cash. Holders of Waypoint shares of common stock who made
(i) an election to receive cash or (ii) did not make a valid election prior to
the election deadline will receive $28.00 in cash for each of their Waypoint
shares. Fractional shares will not be issued; holders will instead receive an
amount of cash equal to such fractional shares multiplied by $22.218. This
means that Sovereign will issue approximately 29,816,863 shares of common
stock and pay $945.1 million for all of Waypoint's outstanding shares of
common stock.
The Waypoint acquisition has added sixty-six full-service banking offices
in south-central Pennsylvania and northern Maryland and approximately
$3.8 billion in assets and $2.8 billion in deposits to Sovereign Bank's
franchise.
Sovereign Bancorp, Inc., ("Sovereign") (NYSE: SOV), is the parent company
of Sovereign Bank, a $58 billion financial institution with more than 650
community banking offices, over 1,000 ATMs and approximately 9,500 team
members in the Northeast United States. Sovereign offers a broad array of
financial services and products including retail banking, business and
corporate banking, cash management, capital markets, trust and wealth
management and insurance. Sovereign is the 18th largest banking institution
in the United States. For more information on Sovereign Bank, visit
http://www.sovereignbank.com or call 1-877-SOV-BANK.
SOURCE Sovereign Bancorp, Inc.
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Related links:
http://www.sovereignbank.com
CONTACT:
FINANCIAL: Jim Hogan, +1-610-320-8496, or
jhogan@sovereignbank.com, or Mark McCollom, +1-610-208-6426, or
mmccollo@sovereignbank.com, or Stacey Weikel, +1-610-208-6112, or
sweikel@sovereignbank.com; or MEDIA: Ed Shultz, +1-610-378-6159,
or eshultz1@sovereignbank.com, all of Sovereign Bancorp
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