MEMPHIS, Tenn., and DURHAM, N.C., June 29 /PRNewswire/ -- Shareholders of
National Commerce Bancorporation (Nasdaq: NCBC)and CCB Financial Corporation
(NYSE: CCB) today overwhelmingly approved the companies' proposed merger of
equals at special meetings held in Memphis and Durham, respectively. A simple
majority of each company's outstanding shares was required for shareholder
approval of the transaction.
Shareholder approval is the latest step toward completion of the merger
which has been approved by all required state and federal regulators. Pending
a Department of Justice waiting period, the transaction is expected to close
in July.
"We're pleased our shareholders see the value of this merger to their
company long-term," said Thomas M. Garrott, chairman of National Commerce
Bancorporation. "We are confident that this strategic merger of equals will
bring enhanced value to our shareholders, as well as the customers and
communities we serve."
"Our two companies are a great fit," said Ernest C. Roessler, chairman of
CCB and president and chief executive officer of the combined company. "The
NCBC and CCB banking and non-banking businesses create very strong synergies,
as do our geographic franchises. Our goal is to deliver the continued long-
term growth and returns that both companies' shareholders deserve and have
come to expect."
Garrott noted that both CCB and NCBC have historically been among the most
profitable banking companies in the nation, citing recent rankings as the
third (NCBC) and sixth (CCB) best performers in 1999 by Salomon Smith Barney
in its "Top 50 Bank Annual" ranking.
NCBC and CCB announced in March a merger of equals agreement that would
create the Southeast's premier high-growth banking franchise. The combined
company, which will retain the name National Commerce Bancorporation, will be
headquartered in Memphis, with operations headquarters in Durham, North
Carolina. The company will have assets of $15 billion and a pro forma market
capitalization of $3.5 billion. The transaction builds on the strengths of
two highly successful companies. Both NCBC and CCB, are characterized by high
earnings growth and superior financial and shareholder returns.
NCBC will maintain its existing brand names in all markets outside the
Carolinas, while the combined company will operate as CCB in the Carolinas.
The combined company will have nearly 400 locations in nine Southeastern
states.
FORWARD-LOOKING STATEMENTS
These statements constitute forward-looking statements (within the meaning
of the Private Securities Litigation Reform Act of 1995), which involve
significant risks and uncertainties. A variety of factors could cause actual
results and experience to differ materially from the anticipated results or
other expectations expressed in such forward-look statements.
Neither NCBC nor CCB assumes any obligation to update these forward-
looking statements or to update the reasons why actual results could differ
from those projected in the forward-looking statements.
Factors that might cause such a difference include, but are not limited
to, risks and uncertainties related to the consummation of the merger,
including the realization of expected cost savings from the merger;
realization of the level of revenues following the merger; integration costs
or difficulties, competition from both financial and non-financial
institutions; changes in interest rates, deposit flows, loan demand and real
estate values; changes in legislation or regulation; changes in accounting
principles, policies or guidelines; the timing and occurrence (or non-
occurrence) of transactions and events that may be subject to circumstances
beyond the control of NCBC or CCB; and other economic, competitive,
governmental, regulatory and technological factors affecting NCBC or CCB
specifically or the banking industry or economy generally.
SOURCE CCB Financial Corporation
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Related links:
http://www.ccbonline.com
CONTACT:
M.J. "Jekka" Ashman of National Commerce
Bancorporation, 901-523-3525, or Eileen Sarro of CCB Financial
Corporation, 919-683-7642
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