Investor Group to Acquire Systematic Savings Bank
April 17 2024 - 6:25PM
Systematic Savings Bank (“Systematic” or “Bank”) (OTC: SSSB), today
announced the signing of a definitive agreement to be acquired by
Arlo Financial Holdings, Inc. (“Arlo”) a Springfield, Missouri
based corporation that was formed by an investor group led by Mark
Bybee. The purchase price of Systematic is cash consideration of
approximately $14 million, or $23.00 per share, subject to
adjustment as specified in the definitive agreement. In connection
with the purchase, Arlo will become the bank holding company for
Systematic and it intends to raise at least $25 million of capital.
As of December 31, 2023, Systematic had $64.6 million in total
assets, $52.6 million in net loans receivable, $47.2 million in
deposits and $10.5 million in total stockholders’ equity.
“The Board of Directors and Management of Systematic have done a
great job in building a strong Springfield-based community bank”
said Bybee. “We believe with our investment the Bank will be even
better positioned to grow, serve our customers and create solid
returns for our shareholders.”
Derek Fraley, Chairman, President and Chief Executive Officer of
Systematic said, “This transaction allows us to partner with a
local investor group that will continue our focus on providing
customers with high quality service as well as maintaining our deep
commitment to the community we serve.”
The Boards of Arlo and Systematic have approved the transaction,
which is subject to, among other conditions, successful completion
by Arlo of a private placement capital raise, approval by
Systematic’s stockholders, regulatory approvals and other customary
conditions of closing. The transaction is expected to close in the
fourth quarter of 2024 or the first quarter of 2025. The capital
raise by Arlo is subject to market and other conditions.
This press release does not and will not constitute an offer to
sell or the solicitation of an offer to buy the common stock of
Arlo, nor will there be any sale of the common stock of Arlo in any
state in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of
any such state. This press release is being issued pursuant to and
in accordance with Rule 135 under the Securities Act of 1933, as
amended.
AdvisorsLuse Gorman, PC served as legal counsel
to Arlo Financial Holdings, Inc. and Breyer & Associates PC
served as legal counsel to Systematic Savings Bank.
About SystematicSystematic Savings Bank is a
Missouri-chartered commercial bank headquartered in Springfield,
Missouri. Systematic was organized in 1923 and has operated
continuously in Springfield, Missouri since its founding. We offer
financial services to individuals, families and businesses through
our office located in Springfield, Missouri. We are a
community-oriented bank offering a variety of financial products
and services to meet the needs of our customers. We believe that
our community orientation and personalized service distinguishes us
from larger banks that operate in our market area.
Forward-Looking Statements
This release contains forward-looking statements
that are not historical facts and that are intended to be
“forward-looking statements” as that term is defined by the Private
Securities Litigation Reform Act of 1995. These forward-looking
statements may include, but are not limited to, statements about
Arlo’s and the Bank’s plans, objectives, expectations and
intentions and other statements contained in this release that are
not historical facts and pertain to the Arlo’s and the Bank’s
future operating results. When used in this release, the words
“expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,”
“estimates” and similar expressions are generally intended to
identify forward-looking statements. Actual results may differ
materially from the results discussed in these forward-looking
statements, because such statements are inherently subject to
significant assumptions, risks and uncertainties, many of which are
difficult to predict and are generally beyond Arlo’s and the Bank’s
control. These include but are not limited to: the businesses of
Arlo and the Bank may not be combined successfully, or such
combination may take longer, be more difficult, time-consuming or
costly to accomplish than expected; the expected growth
opportunities or cost savings from the merger may not be fully
realized or may take longer to realize than expected; operating
costs, customer losses and business disruption following the
merger, including adverse effects on relationships with employees,
may be greater than expected; governmental approvals of the merger
may not be obtained, or adverse regulatory conditions may be
imposed in connection with governmental approvals of the merger;
the stockholders of Systematic may fail to approve the merger; the
possibility of adverse economic developments that may, among other
things, increase default and delinquency risks in the Bank’s loan
portfolios; shifts in interest rates; shifts in the rate of
inflation; shifts in the demand for the Bank’s loan and other
products; unforeseen increases in costs and expenses; changes in
accounting policies; changes in the monetary and fiscal policies of
the federal government; and changes in laws, regulations and the
competitive environment. Unless legally required, Arlo and the Bank
disclaims any obligation to update any forward-looking statements,
whether as a result of new information, future events or
otherwise.
Derek Fraley, President and Chief ExecutivecOfficer Email:
dfraley@mysystematic.com Phone: (417) 862-5036