Alliance Bancorp, Inc. of Pennsylvania Announces Completion of Second Step Conversion and $32.6 Million Public Offering
January 18 2011 - 10:00AM
Alliance Bancorp, Inc. of Pennsylvania, a newly formed Pennsylvania
corporation (the "Company" or "Alliance Bancorp--New")
(Nasdaq:ALLBD), the holding company for Alliance Bank, announced
today that it has completed the second-step conversion of Alliance
Bank from the mutual holding company form of organization to the
stock holding company form of organization and the concurrent
public stock offering.
As a result of the conversion and offering, Alliance Mutual
Holding Company and the former federally chartered "mid-tier"
holding company of Alliance Bank, which also was known as Alliance
Bancorp, Inc. of Pennsylvania (the "Mid-Tier Holding Company"),
have ceased to exist. As part of the conversion, all outstanding
shares of Mid-Tier Holding Company common stock (other than those
previously owned by Alliance Mutual Holding Company, which have
been cancelled) have been converted into the right to receive
0.8200 of a share of Alliance Bancorp--New common stock and will no
longer trade on the NASDAQ Global Market. Shares of Alliance
Bancorp--New common stock will begin trading on the NASDAQ Global
Market on January 18, 2011 under the trading symbol "ALLBD" for a
period of 20 trading days. Thereafter, the trading symbol will
revert to "ALLB."
A total of 3,258,425 shares of common stock were sold in the
subscription, community and syndicated community offerings at
$10.00 per share for gross proceeds of $32.6 million. Approximately
2,216,235 additional shares will be issued in exchange for shares
of Mid-Tier Holding Company common stock. Cash will be issued in
lieu of fractional shares based on the offering price of $10.00 per
share. The total shares outstanding after the stock offering and
the exchange are approximately 5,474,710 shares. The Bank's
Employee Stock Ownership Plan ("ESOP") intends to purchase an
aggregate of 150,991 shares, or 4.63% of the common stock sold in
the offering. Of this amount, 50,991 shares were subscribed for in
the subscription offering and the ESOP intends to purchase the
remaining 100,000 shares of common stock in the open market from
time-to-time.
Stock certificates for shares purchased in the subscription and
community offerings are expected to be mailed to subscribers on or
about January 18, 2011. Shareholders of the Company holding
shares in street name or in book-entry form will receive shares of
Alliance Bancorp--New directly through their accounts. Shareholders
holding shares in certificated form will be mailed a letter of
transmittal on or about January 20, 2011 and will receive their
shares of Alliance Bancorp--New common stock and cash in lieu of
fractional shares after returning their stock certificates and a
properly completed letter of transmittal to the Company's transfer
agent.
Stifel, Nicolaus & Company, Incorporated managed the
subscription and community offerings and acted as sole book-running
manager for the syndicated community offering. Elias, Matz,
Tiernan & Herrick L.L.P. acted as legal counsel to the Company
and Malizia Spidi & Fisch, PC acted as legal counsel to Stifel
Nicolaus & Company, Incorporated.
Alliance Bancorp, Inc. of Pennsylvania is the Pennsylvania
chartered holding company for Alliance Bank, a Pennsylvania
chartered, FDIC-insured savings bank headquartered in Broomall,
Pennsylvania. Alliance Bank operates nine full-service branch
offices located in Delaware and Chester Counties,
Pennsylvania.
This press release contains certain forward-looking statements
about the conversion and offering. Forward-looking statements
include statements regarding anticipated future events and can be
identified by the fact that they do not relate strictly to
historical or current facts. They often include words such as
"believe," "expect," "anticipate," "estimate," and "intend" or
future or conditional verbs such as "will," "would," "should,"
"could," or "may." Forward-looking statements, by their
nature, are subject to risks and uncertainties. Certain
factors that could cause actual results to differ materially from
expected results include increased competitive pressures, changes
in the interest rate environment, general economic conditions or
conditions within the securities markets, and legislative and
regulatory changes that could adversely affect the business in
which Alliance Bancorp, Inc. of Pennsylvania and Alliance Bank are
engaged.
CONTACT: Peter J. Meier, CFO
(610) 359-6903
Fax: (610) 359-6908
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