PremierWest Bancorp Announces Approval of Adjournment Proposal and Adjourned Special Meeting of Shareholders
20 February 2013 - 1:15PM
Marketwired
PremierWest Bancorp (NASDAQ: PRWT) ("PremierWest"), the parent
company of PremierWest Bank, announced today at its Special Meeting
of shareholders at the Rogue Valley Country Club, 2660 Hillcrest
Road, Medford, Oregon, that shareholders approved adjournment of
the Special Meeting and that the Special Meeting has been adjourned
until 9:00 a.m. Pacific Time, on Wednesday, March 13, 2013 at the
Rogue Valley Country Club, 2660 Hillcrest Road, Medford, Oregon.
The meeting is being adjourned to provide PremierWest with
additional time to solicit proxies from its shareholders to approve
the Agreement and Plan of Merger, dated October 29, 2012, among
PremierWest, Starbuck Bancshares, Inc. and Pearl Merger Sub Corp.,
pursuant to which PremierWest will merge with and into Pearl Merger
Sub Corp., with Pearl Merger Sub Corp. as the surviving entity.
Approval of the merger agreement requires the affirmative vote of a
majority of the outstanding shares entitled to vote at the Special
Meeting. As of February 19, 2013, approximately 46.9% of the
outstanding shares and approximately 63.9% of the total votes cast
voted in favor of the merger proposal.
The Board of Directors of PremierWest has not withdrawn,
modified or qualified its recommendation that PremierWest
shareholders vote "FOR" the merger proposal.
Submission of proxies in respect of the adjourned meeting via
Internet and telephone will resume at 8:00 am EST on Thursday,
February 21, 2013 and will be available until 11:59 p.m. EDT on
Tuesday, March 12, 2013.
Shareholders who have previously submitted their proxy or
otherwise voted, and who do not want to change their vote, need not
take any action. Shareholders who have questions about the merger
proposal, need assistance in submitting their proxy or voting their
shares (or changing a prior vote of their shares) should contact
Georgeson, Inc., PremierWest's proxy solicitor, toll-free at
1-877-278-9670.
PremierWest shareholders are urged to read the full definitive
proxy statement filed by PremierWest with the U.S. Securities and
Exchange Commission on January 4, 2013 and previously sent to
shareholders for additional information regarding the proposed
merger.
IMPORTANT ADDITIONAL INFORMATION
PremierWest filed a definitive proxy statement with the U.S.
Securities and Exchange Commission on January 4, 2013, in
connection with the proposed merger of PremierWest and an affiliate
of AmericanWest Bank. Shareholders of PremierWest are urged to read
the proxy statement, because it contains important information.
Shareholders can obtain a free copy of the proxy statement, as well
as other filings containing information about PremierWest and the
merger, without charge, at the U.S. Securities and Exchange
Commission's Internet site (www.sec.gov). In addition, copies of
the proxy statement and other filings containing information about
PremierWest and the proposed merger can be obtained, without
charge, by directing a request to PremierWest's Internet site at
www.premierwestbank.com under the heading "About Us" and then under
the heading "Investor Relations." Shareholders and customers may
also contact: James M. Ford, PremierWest President & CEO at
(541) 618-6020 or Jim.Ford@PremierWestBank.com or Doug Biddle,
Executive Vice President & Chief Financial Officer at (541)
282-5391 or Doug.Biddle@PremierWestBank.com.
DISCLOSURE REGARDING FORWARD-LOOKING
STATEMENTS
This press release includes forward-looking statements within
the meaning of the "Safe-Harbor" provisions of the Private
Securities Litigation Reform Act of 1995, which management believes
are a benefit to shareholders. We make forward-looking statements
in this press release about the proposed merger with Pearl Merger
Sub Corp., a wholly-owned subsidiary of Starbuck Bancshares, Inc.
These statements are necessarily subject to risk and uncertainty
and actual results could differ materially due to certain risk
factors, including those set forth from time to time in
PremierWest's filings with the SEC. Such statements are subject to
risks that we may be unable to procure the required shareholder
approval. You should not place undue reliance on forward-looking
statements and we undertake no obligation to update any such
statements.
PROXY SOLICITATION
PremierWest and its directors and executive officers and other
members of management and employees may be deemed to be
participants in the solicitation of proxies from PremierWest
shareholders in respect of the proposed merger. You can find
information about PremierWest's executive officers and directors in
PremierWest's definitive annual proxy statement filed with the U.S.
Securities and Exchange Commission on April 9, 2012. You can obtain
free copies of PremierWest's annual proxy statement, and
PremierWest's proxy statement in connection with the merger by
contacting PremierWest's investor relations department.
ABOUT PREMIERWEST BANCORP
PremierWest Bancorp (NASDAQ: PRWT) is a bank holding company
headquartered in Medford, Oregon, and operates primarily through
its subsidiary, PremierWest Bank. PremierWest Bank offers expanded
banking-related services through its subsidiary, PremierWest
Investment Services, Inc.
PremierWest Bank was created following the merger of the Bank of
Southern Oregon and Douglas National Bank in May 2000. In April
2001, PremierWest Bancorp acquired Timberline Bancshares, Inc. and
its wholly-owned subsidiary, Timberline Community Bank, located in
Siskiyou County in northern California. In January 2004,
PremierWest acquired Mid Valley Bank located in the northern
California counties of Shasta, Tehama and Butte. In January 2008,
PremierWest acquired Stockmans Financial Group, and its
wholly-owned subsidiary, Stockmans Bank, located in the Sacramento,
California area. During the last several years, PremierWest
expanded into Klamath Falls and the Central Oregon communities of
Bend and Redmond, and into Nevada, Yolo and Butte counties in
California.
Additional Information Contacts: Jim Ford President & Chief
Executive Officer (541) 618-6020 Jim.Ford@PremierWestBank.com Doug
Biddle Executive Vice President & Chief Financial Officer (541)
282-5391 Doug.Biddle@PremierWestBank.com
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