Consumers Bancorp, Inc. (NYSE: CUBI), the mum or dad corporation of Consumers Financial institution (collectively “Customers”), is delighted to announce that it has accomplished its planned divestiture of its BankMobile small business.
As formerly introduced, Megalith Money Acquisition Corp. (“Megalith”), MFAC Merger Sub Inc. (“Merger Sub”), Clients Bancorp, Shoppers Bank and BankMobile Technologies, Inc., a wholly-owned subsidiary of Consumers Lender (“BankMobile”) had entered into an Settlement and Prepare of Merger (as amended to day, the “Merger Agreement”), which supplied for the merger of BankMobile with and into Merger Sub (the “Merger”), with Merger Sub surviving the Merger as a wholly-owned subsidiary of Megalith. The Merger closed on January 4, 2021 (the “Merger Closing Date”). In connection with the closing of the Merger, Megalith is transforming its title to “BM Technologies, Inc.” (“BMT”) and will trade less than the symbol BMTX starting off Wednesday, January 6, 2021.
Upon closing of the Merger, Consumers received cash thought of $23.1 million and holders of Prospects prevalent inventory who held their Clients shares as of the shut of organization on December 18, 2020 grew to become entitled to obtain an combination of 4,876,387 shares of BMT’s frequent stock, symbolizing approximately 41% of the fantastic common stock of BMT. Every holder of Consumers common stock is entitled to acquire .15389 shares of BMT typical stock for each individual share of Buyers popular inventory held as of the near of organization on December 18, 2020. No fractional shares of BMT frequent inventory will be issued fractional share otherwise issuable will be rounded to the nearest full share.
On December 9, 2020, Buyers declared that its Board of Directors experienced set December 18, 2020 as the file date for the conditional particular distribution, comprised of the shares of BMT typical inventory to be issued on closing of the Merger. At that time, since the closing day of the Merger was uncertain, the Board of Administrators did not set a payment day for the payment of the conditional exclusive distribution. The Board of Administrators has now declared that the payment day for the conditional particular dividend is January 4, 2021.
“We are delighted to be capable to distribute stock to CUBI shareholders in a rapidly-increasing fintech enterprise that was incubated in Shoppers Bancorp that has and is envisioned to continue on to provide considerable shareholder return. BMT is a single of the premier electronic banking platforms in the United States and is pretty perfectly positioned to consider benefit of the beneficial electronic banking traits sweeping the nation,” stated Jay Sidhu, Prospects Bancorp’s Chairman and CEO.
The BMT shares acquired by Clients Bancorp shareholders are matter to certain transfer restrictions and are not right away tradeable. The shares are subject matter to a lock-up interval starting on the Merger Closing Day and ending on the earliest to arise of (i) the date that is 12 months from the closing day, (ii) the day pursuing the closing on which BMT completes a liquidation, merger, share trade or other very similar transaction with an unaffiliated 3rd bash and (iii) the day on which the closing sale price of the widespread inventory of BMT equals or exceeds $12.00 per share (as altered, in particular situation) for any 20 investing times inside of any 30 buying and selling working day period beginning at minimum 150 times subsequent the closing.
No Offer you or Solicitation
This push release is intended to present data to Consumers Bancorp shareholders about the conditional exclusive distribution and is not an provide to promote or the solicitation of an supply to get any securities pursuant to the Merger or or else.
Consumers Bancorp, Inc. is a lender holding enterprise found in West Reading through, Pennsylvania engaged in banking and similar firms through its bank subsidiary, Shoppers Lender, a entire-provider bank with $18.8 billion in assets as of September 30, 2020. A member of the Federal Reserve Process with deposits insured by the Federal Deposit Insurance policies Corporation, Consumers Lender is an equivalent chance loan company that presents a vary of banking and lending companies to small and medium-sized enterprises, industry experts, persons and people. Products and services and products are offered anywhere permitted by regulation through digital-very first applications, on the internet portals, and a community of offices and branches. Clients Bancorp, Inc.’s voting popular shares are listed on the New York Inventory Exchange under the image CUBI.
“Safe Harbor” Assertion
In addition to historical information, this press release may perhaps incorporate “forward-looking statements” in the that means of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements contain statements with regard to Buyers Bancorp, Inc.’s procedures, ambitions, beliefs, anticipations, estimates, intentions, cash increasing initiatives, economic condition and benefits of operations, foreseeable future efficiency and business enterprise. Statements preceded by, followed by, or that include the terms “may,” “could,” “should,” “pro forma,” “looking forward,” “would,” “believe,” “expect,” “anticipate,” “estimate,” “intend,” “plan,” or similar expressions frequently reveal a forward-searching statement. These forward-on the lookout statements involve challenges and uncertainties that are subject to transform based mostly on a variety of important aspects (some of which, in complete or in aspect, are further than Buyers Bancorp, Inc.’s regulate). Various competitive, economic, regulatory, authorized and technological events and components, amongst other folks, could bring about Prospects Bancorp, Inc.’s economic effectiveness to differ materially from the aims, designs, goals, intentions and expectations expressed in these ahead-looking statements, like: the adverse impression on the U.S. economic system, including the markets in which we run, of the coronavirus outbreak, and the impression of a slowing U.S. overall economy and improved unemployment on the overall performance of our personal loan and lease portfolio, the marketplace benefit of our investment securities, the demand for our products and products and services and the availability of sources of funding the outcomes of actions by the federal federal government, which include the Board of Governors of the Federal Reserve Procedure and other governing administration businesses, that effect sector fascination premiums and the revenue supply actions that we and our customers take in reaction to these developments and the outcomes this kind of actions have on our functions, goods, services and buyer interactions and the results of alterations in accounting expectations or procedures, which include Accounting Criteria Update (“ASU”) 2016-13, Fiscal Instruments—Credit Losses (“CECL”). Buyers Bancorp, Inc. cautions that the foregoing factors are not exceptional, and neither these things nor any this sort of ahead-seeking statement takes into account the effect of any foreseeable future situations. All forward-hunting statements and information and facts set forth herein are centered on management’s current beliefs and assumptions as of the date hereof and converse only as of the day they are made. For a additional complete discussion of the assumptions, risks and uncertainties linked to our enterprise, you are inspired to overview Consumers Bancorp, Inc.’s filings with the Securities and Exchange Commission, like its most current yearly report on Type 10-K for the yr finished December 31, 2019, subsequently submitted quarterly stories on Type 10-Q and latest stories on Variety 8-K, like any amendments thereto, that update or provide data in addition to the info involved in the Kind 10-K and Sort 10-Q filings, if any. Customers Bancorp, Inc. does not undertake to update any forward-seeking statement regardless of whether composed or oral, that might be manufactured from time to time by Prospects Bancorp, Inc. or by or on behalf of Shoppers Lender, except as may well be needed underneath relevant legislation.
Jay Sidhu, Chairman & CEO 610-935-8693
Richard Ehst, President & COO 610-917-3263
Carla Leibold, CFO 484-923-8802