| |
Royal Bank of Canada, RBC Centura Banks, Inc. and Alabama
National BanCorporation announce extension of cash/stock election
deadline in connection with pending merger
Birmingham, Alabama, February 4, 2008 — Alabama
National BanCorporation ("ANB") (NASDAQ/Global Select
Market: ALAB), Royal Bank of Canada ("RBC") (NYSE,
TSX: RY) and RBC Centura Banks, Inc. ("RBC Centura")
announced today that the deadline for ANB stockholders to
make an election to receive cash or RBC common shares (or
a combination of cash and shares), subject to proration, in
connection with the pending merger between RBC Centura and
ANB, has been extended from 5:00 p.m. Birmingham, Alabama
Time on February 8, 2008 to 5:00 p.m. Birmingham, Alabama
Time on February 14, 2008 (the "New Election Deadline"),
unless further extended. If there is any further extension
of the election deadline, the parties will publicly announce
that extension in a press release on or before February 8,
2008. RBC, RBC Centura and ANB continue to expect to complete
the merger during RBC's second fiscal quarter, which runs
from February 1 through April 30, 2008, subject to the receipt
of all applicable regulatory approvals, the expiration of
all regulatory waiting periods, and the satisfaction of the
other conditions contained in the merger agreement.
At any time prior to the New Election Deadline, any record
holder of ANB common stock may submit an Election Form and
Letter of Transmittal to the Exchange Agent, Computershare
Investor Services Inc., with respect to all shares of common
stock then owned by such stockholder, regardless of when those
shares were acquired. Any ANB stockholder who holds shares
in "street name" through a broker should follow
the instructions given by the broker with respect to making
a valid election.
ANB stockholders who have already elected and do not wish
to change their elections do not need to take any action.
Any ANB stockholder who has made an election by submitting
a Form of Election and Letter of Transmittal to the Exchange
Agent may at any time prior to the New Election Deadline change
that holder's election by submitting to the Exchange Agent
a revised and later dated Form of Election and Letter of Transmittal,
properly completed and signed, that is received by the Exchange
Agent prior to the New Election Deadline. Any ANB stockholder
may at any time prior to the New Election Deadline revoke
the election and withdraw the ANB certificate(s) for the holder's
ANB shares deposited with the Exchange Agent by written notice
to the Exchange Agent received prior to the New Election Deadline.
ANB stockholders who hold their shares in "street name"
should contact their broker for instructions regarding changes
or revocations to their existing elections. After the New
Election Deadline, ANB stockholders may not change or revoke
their elections.
Record holders of ANB common stock may obtain additional
copies of the Election Form and Letter of Transmittal at any
time prior to the New Election Deadline by contacting the
Exchange Agent, Computershare Investor Services Inc., Telephone:
1-866-586-7635, e-mail: corporateactions@computershare.com.
About RBC Centura
RBC Centura, headquartered in Raleigh, N.C., offers a wide
range of financial services and advice, including a complete
line of banking, and mortgage services to individuals, businesses
and public institutions throughout the Southeast. RBC Centura's
multi-faceted customer access network includes more than 340
full-service banking centers, an extensive ATM network, and
telephone and Internet banking. In addition, RBC Centura offers
builder finance products through its RBC Builder Finance division.
According to SNL Financial, RBC Centura is the 45th largest
U.S. bank based on assets as of August 2007. RBC Centura Banks
Inc. is a wholly-owned subsidiary of RBC, Canada's largest
bank as measured by assets and one of the world's financial,
social and environmental corporate leaders for the past eight
years as on the Dow Jones Sustainability World Index. Additional
information about RBC Centura may be found at www.rbccentura.com.
About RBC
Royal Bank of Canada (RY on TSX and NYSE) and its subsidiaries
operate under the master brand name of RBC. RBC is Canada's
largest bank as measured by assets and market capitalization
and one of North America's leading diversified financial services
companies. RBC provides personal and commercial banking, wealth
management services, insurance, corporate and investment banking
and transaction processing services on a global basis. RBC's
corporate support team enables business growth with expert
professional advice and state-of-the art processes and technology.
RBC employs approximately 70,000 full- and part-time employees
who serve more than 15 million personal, business, public
sector and institutional clients through offices in Canada,
the U.S. and 36 other countries. For more information, please
visit www.rbc.com.
About ANB
ANB is a bank holding company operating 103 banking locations
through ten bank subsidiaries in Alabama, Florida and Georgia.
Alabama subsidiaries include: First American Bank in north
central Alabama; and Alabama Exchange Bank in Tuskegee. Florida
subsidiaries are: Indian River National Bank in Vero Beach;
First Gulf Bank, N.A. in Escambia County, Florida and Baldwin
County, Alabama; Florida Choice Bank in metropolitan Orlando
and central Florida; Community Bank of Naples, N.A.; CypressCoquina
Bank in Ormond Beach; and Millennium Bank in Gainesville.
ANB has two subsidiaries in Georgia: Georgia State Bank and
The Peachtree Bank, both in metropolitan Atlanta. ANB provides
full banking services to individuals and businesses. Commercial
mortgage services, including the origination of permanent
commercial real estate mortgage loans for various lenders,
are provided by Byars and Company, a division of First American
Bank. Brokerage services are provided to customers through
First American Bank's wholly owned subsidiary, NBC Securities,
Inc. Investments are not bank guaranteed, not FDIC insured
and may lose value.
Cautionary Statement Regarding Forward-Looking Information
This document may contain forward-looking statements within
the meaning of the "safe harbor" provisions of the
United States Private Securities Litigation Reform Act of
1995. RBC and ANB caution readers that any forward-looking
information is not a guarantee of future performance and that
actual results could differ materially from those contained
in the forward-looking statements. Such forward-looking statements
include, but are not limited to, statements about the anticipated
schedule for the merger between ANB and RBC Centura, and other
statements that are not historical facts. Such forward-looking
statements are necessarily estimates reflecting RBC, RBC Centura
and ANB's best judgment based upon current information and
involve a number of risks and uncertainties, and various factors
could cause results to differ materially from those contemplated
by such forward-looking statements. The following factors,
among others, could cause actual results to differ from those
set forth in forward-looking statements: ANB, RBC Centura
and RBC's ability to consummate the proposed merger on the
proposed terms and schedule, including the ability to obtain
regulatory approvals. Additional factors that may affect future
results are contained in ANB's and RBC's filings with the
SEC, which are available at the SEC's web site, http://www.sec.gov,
including without limitation the risk factors set forth in
the definitive proxy statement/prospectus filed by ANB and
RBC with the SEC on December 17, 2007, ANB's Annual Report
on Form 10-K for the year ended December 31, 2006, ANB's Quarterly
Report for the period ended September 30, 2007 and RBC's Form
40-F filed on November 30, 2007. ANB and RBC disclaim any
obligation to update and revise statements contained in these
materials based on new information or otherwise.
Media Contacts
Kristen Doherty, RBC Centura
Telephone: (919) 788-6076
Email: kristen.doherty@rbc.com
Beja Rodeck, Royal Bank of Canada
Telephone: (416) 974-5506
Email: beja.rodeck@rbc.com
Investor Relations Contacts
Royal Bank of Canada
Bill Anderson
Director, RBC Investor Relations
14th Floor, South Tower
Toronto, Ontario
Canada M5J 2J5
Telephone: (416) 955-7804
Email: william.anderson@rbc.com
Alabama National BanCorporation
William E. Matthews, V
Executive Vice President and Chief Financial Officer
Telephone: (205) 583-3650
|
|