FTBK - FRONTIER FINANCIAL - 500 Beiträge pro Seite
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Die Heuschrecken haben wieder zugelangt - FTBK wird zum Spottpreis abgegriffen...
Steel Partners Firm To Buy Bank
08-03-2009 | Source: emii.com
People & Companies in the News
Steel Partners
Frontier FinancialSP Acquisition Holdings
Warren Lichtenstein
A subsidiary of hedge fund, Steel Partners, will buy ailing Washington state bank, Frontier Financial, for $24.4 million, Reuters reports. Frontier has over 47 million outstanding shares, which will be exchanged for 2.5 million SP Acquisition Holdings (SPAH) shares and 2.5 million SPAH warrants.
The merged company will operate under the Frontier Financial brand and the board will include members representing SPAH shareholders and current Frontier directors. SPAH is s blank-check company controlled by hedge fund manager Warren Lichtenstein.
http://www.emii.com/Articles/2265973/Hedge-Funds/Top-Stories…
Steel Partners Firm To Buy Bank
08-03-2009 | Source: emii.com
People & Companies in the News
Steel Partners
Frontier FinancialSP Acquisition Holdings
Warren Lichtenstein
A subsidiary of hedge fund, Steel Partners, will buy ailing Washington state bank, Frontier Financial, for $24.4 million, Reuters reports. Frontier has over 47 million outstanding shares, which will be exchanged for 2.5 million SP Acquisition Holdings (SPAH) shares and 2.5 million SPAH warrants.
The merged company will operate under the Frontier Financial brand and the board will include members representing SPAH shareholders and current Frontier directors. SPAH is s blank-check company controlled by hedge fund manager Warren Lichtenstein.
http://www.emii.com/Articles/2265973/Hedge-Funds/Top-Stories…
FTBK > SEC Filings for FTBK
Form 8-K/A on 6-Aug-2009
Form 8-K/A for FRONTIER FINANCIAL CORP /WA/
--------------------------------------------
6-Aug-2009
Entry into a Material Definitive Agreement, Regulation FD Disclosu
Item 1.01 Entry Into a Material Definitive Agreement.
On July 30, 2009, Frontier Financial Corporation ("Frontier") and SP Acquisition Holdings, Inc. ("SPAH") entered into an Agreement and Plan of Merger ("Merger Agreement") pursuant to which Frontier agreed to merge with and into SPAH (the "Merger"). Frontier is a bank holding company headquartered in Everett, Washington. The information set forth herein is qualified by reference to the Merger Agreement which is filed as part of this 8-K as Exhibit 2.1.
Under the terms of the Agreement, each share of Frontier common stock outstanding immediately prior to the closing of the merger will be converted and exchanged into 0.0530 shares of common stock and 0.0530 warrants to purchase shares of common stock for seven years from the closing of the merger at a price of $11.50 per share.
Consummation of the Merger Agreement is subject to approval by regulatory authorities, approval by the shareholders of Frontier and the warrantholders of SPAH, and certain other conditions set forth in the Merger Agreement. The Merger Agreement is expected to close by the fourth quarter of 2009.
Item 7.01 Regulation FD Disclosure.
On July 31, 2009, Frontier and SPAH issued a joint press release announcing the Merger. The press release is attached hereto as Exhibit 99.1.
Item 8.01 Other Events.
On July 31, 2009, Frontier Financial Corporation ("Frontier") and SP Acquisition Holdings, Inc. ("SPAH") issued a joint press release announcing the execution by and between SPAH and Frontier of an Agreement and Plan of Merger, dated July 30, 2009.
Attached as Exhibit 99.2 is a presentation that Frontier is presenting to investors on August 3, 2009.
Item 9.01 Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits
* Agreement and Plan of Merger, dated as of
Exhibit July 30, 2009, between SP Acquisition
2.1 Holdings, Inc. and Frontier Financial
Corporation.
* Press Release dated July 31, 2009.
Exhibit 99.1
* Investor Presentation by SPAH and Frontier Exhibit dated August 3, 2009. 99.2
* Previously file.
---------------------------------------------------
CAUTION ABOUT FORWARD-LOOKING STATEMENTS
This report contains "forward-looking statements" that are subject to risks and uncertainties. These forward-looking statements describe management's expectations regarding future events and developments such as the fair market value of Frontier's investment portfolio. Readers should not place undue reliance on forward-looking statements, which reflect management's views only as of the date hereof. The words "should," "anticipate," "expect," "will," "believe," and words of similar meaning are intended, in part, to help identify forward-looking statements. Future events are difficult to predict, and the expectations described above are subject to risks and uncertainties that may cause actual results to differ materially. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or expected. In addition to discussions about risks and uncertainties set forth from time to time in the Company's filings with the Securities and Exchange Commission, factors that may cause actual results to differ materially from those contemplated in these forward-looking statements include, among others:
(1) the extent and duration of continued economic and market disruptions and governmental actions to address these disruptions; (2) the risk of new and changing legislation, regulation and/or regulatory actions; (3) pending litigation; (4) local and national general and economic conditions; (5) changes in interest rates; (6) reductions in loan demand or deposit levels; and (7) changes in loan collectibility, defaults and charge-off rates. Frontier Financial Corporation does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements were made. Any such statements are made in reliance on the safe harbor protections provided under the Securities Exchange Act of 1934, as amended.
http://finance.yahoo.com/q?s=ftbk
Form 8-K/A on 6-Aug-2009
Form 8-K/A for FRONTIER FINANCIAL CORP /WA/
--------------------------------------------
6-Aug-2009
Entry into a Material Definitive Agreement, Regulation FD Disclosu
Item 1.01 Entry Into a Material Definitive Agreement.
On July 30, 2009, Frontier Financial Corporation ("Frontier") and SP Acquisition Holdings, Inc. ("SPAH") entered into an Agreement and Plan of Merger ("Merger Agreement") pursuant to which Frontier agreed to merge with and into SPAH (the "Merger"). Frontier is a bank holding company headquartered in Everett, Washington. The information set forth herein is qualified by reference to the Merger Agreement which is filed as part of this 8-K as Exhibit 2.1.
Under the terms of the Agreement, each share of Frontier common stock outstanding immediately prior to the closing of the merger will be converted and exchanged into 0.0530 shares of common stock and 0.0530 warrants to purchase shares of common stock for seven years from the closing of the merger at a price of $11.50 per share.
Consummation of the Merger Agreement is subject to approval by regulatory authorities, approval by the shareholders of Frontier and the warrantholders of SPAH, and certain other conditions set forth in the Merger Agreement. The Merger Agreement is expected to close by the fourth quarter of 2009.
Item 7.01 Regulation FD Disclosure.
On July 31, 2009, Frontier and SPAH issued a joint press release announcing the Merger. The press release is attached hereto as Exhibit 99.1.
Item 8.01 Other Events.
On July 31, 2009, Frontier Financial Corporation ("Frontier") and SP Acquisition Holdings, Inc. ("SPAH") issued a joint press release announcing the execution by and between SPAH and Frontier of an Agreement and Plan of Merger, dated July 30, 2009.
Attached as Exhibit 99.2 is a presentation that Frontier is presenting to investors on August 3, 2009.
Item 9.01 Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits
* Agreement and Plan of Merger, dated as of
Exhibit July 30, 2009, between SP Acquisition
2.1 Holdings, Inc. and Frontier Financial
Corporation.
* Press Release dated July 31, 2009.
Exhibit 99.1
* Investor Presentation by SPAH and Frontier Exhibit dated August 3, 2009. 99.2
* Previously file.
---------------------------------------------------
CAUTION ABOUT FORWARD-LOOKING STATEMENTS
This report contains "forward-looking statements" that are subject to risks and uncertainties. These forward-looking statements describe management's expectations regarding future events and developments such as the fair market value of Frontier's investment portfolio. Readers should not place undue reliance on forward-looking statements, which reflect management's views only as of the date hereof. The words "should," "anticipate," "expect," "will," "believe," and words of similar meaning are intended, in part, to help identify forward-looking statements. Future events are difficult to predict, and the expectations described above are subject to risks and uncertainties that may cause actual results to differ materially. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or expected. In addition to discussions about risks and uncertainties set forth from time to time in the Company's filings with the Securities and Exchange Commission, factors that may cause actual results to differ materially from those contemplated in these forward-looking statements include, among others:
(1) the extent and duration of continued economic and market disruptions and governmental actions to address these disruptions; (2) the risk of new and changing legislation, regulation and/or regulatory actions; (3) pending litigation; (4) local and national general and economic conditions; (5) changes in interest rates; (6) reductions in loan demand or deposit levels; and (7) changes in loan collectibility, defaults and charge-off rates. Frontier Financial Corporation does not undertake to update forward-looking statements to reflect circumstances or events that occur after the date the forward-looking statements were made. Any such statements are made in reliance on the safe harbor protections provided under the Securities Exchange Act of 1934, as amended.
http://finance.yahoo.com/q?s=ftbk
Aktionäre scheint's geschockt über den viel zu niedrigen Preis! Hier aus einem Ami-board ein offener Brief ans Management:
Open Letter to Patrick Fahey, CEO 7-Aug-09 02:38 pm August 7, 2009
Frontier Bank
Patrick Fahey, CEO
332 SW Everett Mall Way
Everett, WA 98204
Mr. Fahey,
Regarding the proposed merger/acquisition with SP Acquisition, I would like to ask how you dare to broker a deal that essentially wipes out Frontier Bank’s shareholders? It would appear that you have lost sight of where your priorities should lie. We, the shareholders, built this bank and without people such as myself and my family, Frontier Bank would have remained nothing more than Bob Dickson’s dream. Back in 1978, when I was in my twenties, I scraped together $2,000 to make an investment that I knew would one day provide a nest egg for my family. I knew that with Bob at the helm this new bank would prosper and under his guidance it did. Now we’re faced with a CEO and a board that would propose that the shareholders walk away with nothing. Mr. Fahey, your first and foremost obligation is to your shareholders! Yes, the employees and customers must be tended but it is to us that you must answer and whom you must protect. It appears your primary goal is to maintain your and your cohorts position with the bank. Mr. Fahey, how can you, in good conscience, ask the shareholders to accept this proposal? In the August 1 article of the Seattle Times Business Section you stated that the Bank could “probably” struggle through on its own. You say THAT and then propose the shareholders consider the SP proposal? You ask us, after what we have provided the bank, to walk away with virtually nothing? You ask us to accept a merger/acquisition that takes into account everyone BUT the shareholders? I say again, HOW DARE YOU? This proposal is not only a death knell for us but I think it borders on criminal intent. You and your cronies have mismanaged the bank at a very difficult and critical time and now you ask that we pick up the tab. HOW DARE YOU?
I can only pray that outraged shareholders such as myself stand together and say ENOUGH! You would have us all led like lambs to slaughter while you sit back and reap the benefits of our sacrifices. It is the Board and the decision makers such as yourself who should suffer the consequences of your poor management, NOT the shareholders! Shame on you, Mr. Fahey, shame on you.
http://messages.finance.yahoo.com/Stocks_%28A_to_Z%29/Stocks…
Open Letter to Patrick Fahey, CEO 7-Aug-09 02:38 pm August 7, 2009
Frontier Bank
Patrick Fahey, CEO
332 SW Everett Mall Way
Everett, WA 98204
Mr. Fahey,
Regarding the proposed merger/acquisition with SP Acquisition, I would like to ask how you dare to broker a deal that essentially wipes out Frontier Bank’s shareholders? It would appear that you have lost sight of where your priorities should lie. We, the shareholders, built this bank and without people such as myself and my family, Frontier Bank would have remained nothing more than Bob Dickson’s dream. Back in 1978, when I was in my twenties, I scraped together $2,000 to make an investment that I knew would one day provide a nest egg for my family. I knew that with Bob at the helm this new bank would prosper and under his guidance it did. Now we’re faced with a CEO and a board that would propose that the shareholders walk away with nothing. Mr. Fahey, your first and foremost obligation is to your shareholders! Yes, the employees and customers must be tended but it is to us that you must answer and whom you must protect. It appears your primary goal is to maintain your and your cohorts position with the bank. Mr. Fahey, how can you, in good conscience, ask the shareholders to accept this proposal? In the August 1 article of the Seattle Times Business Section you stated that the Bank could “probably” struggle through on its own. You say THAT and then propose the shareholders consider the SP proposal? You ask us, after what we have provided the bank, to walk away with virtually nothing? You ask us to accept a merger/acquisition that takes into account everyone BUT the shareholders? I say again, HOW DARE YOU? This proposal is not only a death knell for us but I think it borders on criminal intent. You and your cronies have mismanaged the bank at a very difficult and critical time and now you ask that we pick up the tab. HOW DARE YOU?
I can only pray that outraged shareholders such as myself stand together and say ENOUGH! You would have us all led like lambs to slaughter while you sit back and reap the benefits of our sacrifices. It is the Board and the decision makers such as yourself who should suffer the consequences of your poor management, NOT the shareholders! Shame on you, Mr. Fahey, shame on you.
http://messages.finance.yahoo.com/Stocks_%28A_to_Z%29/Stocks…
Watchlist - gespannt, wie es hier weitergeht? Die Preisangaben in dem merger scheinen verwirrend.
Kurs hat sich seit 29.7. nach der news halbiert,jetzt vom Tief 0,63$ leicht erholt. Fragt sich, ob es hier nochmal zu einem Squeeze kommt oder sich die Talfahrt fortsetzt?
Hier jemand dabei?
Schönes weekend @ll !
Kurs hat sich seit 29.7. nach der news halbiert,jetzt vom Tief 0,63$ leicht erholt. Fragt sich, ob es hier nochmal zu einem Squeeze kommt oder sich die Talfahrt fortsetzt?
Hier jemand dabei?
Schönes weekend @ll !
Auf einen guten Wochenstart - pre-market grün...
Trading Spotlight
Kann mir bitte jemand sagen was heute bei den Amis los ist?
Wird FTBK heute nicht gehandelt?
Wird FTBK heute nicht gehandelt?
die klitsche macht nen reverse split 10 zu 1.....
siehe hier http://seattle.bizjournals.com/seattle/stories/2009/11/23/da…
siehe hier http://seattle.bizjournals.com/seattle/stories/2009/11/23/da…
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