CONTACT: Mark W. Jaindl, President and Chief Executive Officer
Allentown, PA, July 09, 2007
Allentown, PA, July 9, 2007 – American Bank Incorporated (OTCBB: AMBK.OB), the parent company of American Bank, today announced that the Company has completed its deregistration of the Company’s common stock under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
On June 26, 2007, at the annual meeting of stockholders, the Company’s stockholders approved the Plan of Reorganization and Agreement of Merger between American Bank Incorporated and ABI Merger Sub, Inc. (the “Merger Agreement”) and approved an amendment to the Company’s Articles of Incorporation. The amendment to the Company’s Articles of Incorporation authorized the issuance of 500,000 shares of a new Series A Preferred Stock (“Preferred Stock”) to be used in connection with the merger. The creation of the Preferred Stock and the Merger Agreement became effective following the close of business on July 9, 2007.
As a result of this transaction, the Company’s common stock has fewer than 300 shareholders of record. The Company has filed a Form 15 with the Securities and Exchange Commission (“SEC”) to deregister its common stock (and the Company’s Cumulative Convertible Trust Preferred Securities) under Sections 12 and 15(d) of the Exchange Act. The Company has notified NASDAQ and expects that the de-listing of the Common Stock from the NASDAQ Capital Market will also be effective following the close of business on July 9, 2007.
The Company’s deregistration as an Exchange Act reporting company will have the effect of terminating its obligations to file reports with the SEC. The Company will no longer file periodic reports with the SEC, including annual reports on Form 10-K and quarterly reports on Form 10-Q. The Company’s stock will also no longer be listed on the NASDAQ Capital Market. The Company believes that the common stock and Preferred Stock will be listed on the Over-the-Counter Bulletin Board.
American Bank, Inc. common stock last traded at $8.32 per share. American Capital Trust I Preferred Securities last traded at $8.75.
Forward Looking Statements
Certain statements contained herein are not based on historical facts and are “forward looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward looking statements may be identified by reference to a future period or periods, or by the use of forward looking terminology, such “may,” “will,” “believe,” “expect,” “estimate,” “anticipate,” “continue,” or similar terms or variations on those terms, or the negative of those terms. Forward looking statements are subject to numerous risks and uncertainties, including, but not limited to, those related to the economic environment, particularly in the market areas in which the Company operates, competitive products and pricing, fiscal and monetary policies of the U.S. Government, changes in government regulations affecting financial institutions, including regulatory fees and capital requirements, changes in prevailing interest rates, risks associated with the conduct of the Company’s business over the internet, credit risk management, asset liability management, the financial and securities markets and the availability of and costs associated with sources of liquidity.
The Company wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. The Company wishes to advise readers that the factors listed above could affect its financial performance and could cause the Company’s actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not undertake and specifically declines any obligation to publicly release the result of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.
About American Bank
American Bank is a locally-owned community bank based in Allentown, PA. American Bank is recognized as a 5-Star Superior rated financial institution (the highest rating possible) by Bauer Financial Inc., designating it as one of the strongest banks in the nation as well as being named one of the safest banks in the nation by MSN Money. American Bank was ranked #1 by the Morning Call’s Top Workplaces in the Lehigh Valley and has been named one of the Best Places to Work in Pennsylvania.
American Bank offers a complete selection of banking products and services to suit the needs of consumers and businesses and includes checking, money market, savings, certificates of deposit, consumer and commercial loans and Visa credit cards. Dedicated to providing customers superior, personalized customer service, American Bank also offers some of the best loan and deposit rates available and as a result, for the past 12 years, has received the Bankrate.com® Top Tier award for consistently offering annual percentage yields (APYs) that were among the highest reported. Their online banking service, AmericanBank Online, which is accessible from the Bank’s website at AMBK.com, allows customers to bank conveniently and delivers a full range of real-time online banking services free of charge including online bill payment and presentment, ACH Direct, transfers between accounts, transaction history, check images and e-Statements. In addition, both consumer and business customers can bank on the go using mobile banking which includes mobile deposit. American Bank is FDIC insured and is an Equal Housing Lender.
AmericanBank Online is a registered trade mark for the Internet financial services provided by American Bank, a state-chartered, FDIC-insured, full-service financial institution serving customers throughout the United States. American Bank is a member of the Federal Reserve System.
"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995
Statements in this press release regarding American Bank's business which are not historical facts, including expectations regarding future financial results, are "forward-looking statements" that involve risks and uncertainties which could cause actual results to differ materially from such statements.