CLEVELAND, April 28, 2016 /PRNewswire/ -- KeyCorp
(NYSE: KEY) and First Niagara Financial Group, Inc. (NASDAQ: FNFG)
announced today that they have reached an agreement with Northwest
Bank, a wholly-owned subsidiary of Northwest Bancshares, Inc.
(NASDAQGS: NWBI), to sell 18 branches in the Buffalo Federal
Reserve banking market totaling $1.7
billion in deposits and $0.5
billion in loans. Northwest Bank's purchase includes
all 18 branches slated for divestiture under Key's agreements with
the United States Department of Justice (DOJ) and the Federal
Reserve Board, which were entered into in connection with their
review of KeyCorp's pending merger with First Niagara. Key
will retain its middle market, private banking, municipal and
commercial real estate client relationships within this
market. The divestiture transaction is subject to the
completion of the merger of KeyCorp and First Niagara, which
remains subject to regulatory approvals.
Northwest Bank has approximately $9
billion of total assets and has a 15-year history of
operations in the Buffalo market.
Since its initial public offering in 1994, Northwest has completed
over 37 bank transactions including 14 branch purchases. It
is expected that personnel associated with the divested locations
will join Northwest Bank upon completion of the divestitures.
"Today's announcement is another important milestone for the
KeyCorp and First Niagara merger, which remains on-track to close
in the third quarter of this year," said Beth Mooney, Chairman and CEO of KeyCorp. "We
are pleased to reach an agreement with Northwest Bank to
acquire these branches. We will be working closely with Northwest
in the coming months to deliver a seamless transition for clients
and communities."
As announced in October 2015, the
combination of Key and First Niagara will create a leading regional
bank with enhanced scale to serve three million clients across
diverse markets in the Northeast, Mid-Atlantic, Midwest and Pacific
Northwest. The acquisition will make KeyBank a leading bank in
Upstate New York, with a strong market presence in Buffalo, Albany, Syracuse and Rochester. KeyBank will also expand its
operations to attractive markets throughout Pennsylvania, Massachusetts and Connecticut.
Under the agreement announced today, Northwest Bank agreed to
purchase the following First Niagara Buffalo-area branches:
Branch
|
Address
|
Sheridan
|
1690 Sheridan
Drive
Kenmore, New York
14223
|
Grand
Island
|
2300 Grand Island
Boulevard
Grand Island, New
York 14072
|
Clarence
|
6409 Transit
Road
East Amherst, New
York 14051
|
Rand
Building
|
14 Lafayette
Square
Buffalo, New York
14203
|
George
Urban
|
2070 George Urban
Boulevard
Depew, New York
14043
|
West
Amherst
|
3105 Niagara Falls
Boulevard
Amherst, New York
14228
|
Hamburg
|
5751 South Park
Avenue
Hamburg, New York
14075
|
Main and
Transit
|
4435 Transit
Road
Clarence, New York
14221
|
Amherst
|
1531 Niagara Falls
Boulevard
Amherst, New York
14228
|
Abbott
Road
|
1248 Abbott
Road
Lackawanna, New York
14218
|
Kenmore
|
690 Kenmore
Avenue
Buffalo, New York
14216
|
Quaker
Crossing
|
3488 Amelia
Drive
Orchard Park, New
York 14127
|
Connecticut
Street
|
364 Connecticut
Street
Buffalo, New York
14213
|
City of
Lockport
|
55 East
Avenue
Lockport, New York
14094
|
Payne
Avenue
|
1035 Payne
Avenue
North Tonawanda, New
York 14120
|
Power City
|
805 Main
Street
Niagara Falls, New
York 14301
|
Town of
Niagara
|
4381 Military
Road
Niagara Falls, New
York 14305
|
Lewiston
|
500 Center
Street
Lewiston, New York
14092
|
There are no changes contemplated to any First Niagara customer
accounts or branches until after the branch transaction with
Northwest Bank is completed. KeyCorp and First Niagara will
continue to collaborate to ensure a smooth transition for the
businesses and individuals they serve.
With the resolution of the DOJ review, KeyCorp continues to
advance toward completion of the First Niagara merger. The
divestitures to Northwest Bank will be completed subsequent to the
closing of the First Niagara merger, subject to receipt of
regulatory approvals and satisfaction of other customary closing
conditions. KeyCorp and First Niagara received shareholder approval
for the merger on March 23.
KeyCorp was advised by the investment banking firm of Morgan
Stanley & Co. LLC as well as the law firm of Simpson Thacher
& Bartlett LLP. First Niagara was advised by the law firm
of Sullivan & Cromwell LLP. Northwest Bank was advised by
the investment banking firm of Boenning & Scattergood and the
law firm of Luse Gorman.
About KeyCorp
KeyCorp was organized more than 160
years ago and is headquartered in Cleveland, Ohio. One of the nation's
largest bank-based financial services companies, Key had assets of
approximately $98.4 billion at March
31, 2016. Key provides deposit, lending, cash management and
investment services to individuals and small and mid-sized
businesses in 12 states under the name KeyBank National
Association. Key also provides a broad range of sophisticated
corporate and investment banking products, such as merger and
acquisition advice, public and private debt and equity,
syndications and derivatives to middle market companies in selected
industries throughout the United
States under the KeyBanc Capital Markets trade
name.
For more information, visit https://www.key.com/. KeyBank
is Member FDIC.
About First Niagara
First Niagara, through its wholly
owned subsidiary, First Niagara Bank, N.A., is a multi-state
community-oriented bank with approximately 390 branches,
$40 billion in assets, $29 billion in deposits, and approximately 5,400
employees providing financial services to individuals, families and
businesses across New York,
Pennsylvania, Connecticut and Massachusetts. For
additional information on First Niagara, visit us at
www.firstniagara.com, follow us on Twitter @FirstNiagara, or like
us on Facebook at FirstNiagaraBank.
Forward-Looking Statements
This communication
contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995 including, but not
limited to, KeyCorp's and First Niagara's expectations or
predictions of future financial or business performance or
conditions. Forward-looking statements are typically identified by
words such as "believe," "expect," "anticipate," "intend,"
"target," "estimate," "continue," "positions," "plan," "predict,"
"project," "forecast," "guidance," "goal," "objective,"
"prospects," "possible" or "potential," by future conditional verbs
such as "assume," "will," "would," "should," "could" or "may", or
by variations of such words or by similar expressions. These
forward-looking statements are subject to numerous assumptions,
risks and uncertainties, which change over time. Forward-looking
statements speak only as of the date they are made and KeyCorp and
First Niagara assume no duty to update forward-looking statements.
Actual results may differ materially from current projections.
In addition to factors previously disclosed in KeyCorp's and
First Niagara's reports filed with the SEC and those identified
elsewhere in this communication, the following factors, among
others, could cause actual results to differ materially from
forward-looking statements or historical performance: ability to
obtain regulatory approvals and meet other closing conditions to
the merger, including the risk that regulatory approvals required
for the merger are not obtained or are obtained subject to
conditions that are not anticipated; delay in closing the merger;
difficulties and delays in integrating the First Niagara business
or fully realizing cost savings and other benefits; business
disruption following the merger; changes in asset quality and
credit risk; the inability to sustain revenue and earnings growth;
changes in interest rates and capital markets; inflation; customer
acceptance of KeyCorp's products and services; customer borrowing,
repayment, investment and deposit practices; customer
disintermediation; the introduction, withdrawal, success and timing
of business initiatives; competitive conditions; the inability to
realize cost savings or revenues or to implement integration plans
and other consequences associated with mergers, acquisitions and
divestitures; economic conditions; and the impact, extent and
timing of technological changes, capital management activities, and
other actions of the Federal Reserve Board and legislative and
regulatory actions and reforms.
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SOURCE KeyCorp