Greater Atlantic Financial Corp., MidAtlantic Bancorp, Inc., and GAF Merger Corp. Announce Extension of Offer to Purchase to 5:00 P.M., Eastern Time, on November 16, 2009
Greater Atlantic Financial Corp., MidAtlantic Bancorp, Inc., and GAF Merger
Corp. Announce Extension of Offer to Purchase to 5:00 P.M., Eastern Time, on
November 16, 2009
Greater Atlantic Financial Corp. Announces Completion of Consent Solicitation
RESTON, Va., Nov. 9 /PRNewswire-FirstCall/ -- Greater Atlantic Financial Corp.
(Pink Sheets: GAFC) ("Greater Atlantic"), MidAtlantic Bancorp, Inc.
("MidAtlantic") and GAF Merger Corp. today announced the extension of the
expiration date for the offer to purchase for cash not less than 505,040 and
up to 649,151 Greater Atlantic Capital Trust I 6.50% Cumulative Convertible
Trust Preferred Securities (the "Securities") to 5:00 p.m., Eastern Time, on
November 16, 2009.
As of November 6, 2009, holders of Securities had tendered an aggregate of
638,780 Securities, which exceeds the 505,040 minimum Securities required to
be tendered. The tender offer remains subject to a number of additional
conditions, including that all regulatory approvals are received and that
MidAtlantic provide the necessary funding to finance the payment for the
Securities. Greater Atlantic will provide further public notice of the
satisfaction of these conditions when available.
Greater Atlantic also announced the successful completion of its previously
announced consent solicitation to obtain the consent of the holders of the
Securities to a supplemental indenture to permit the completion of the tender
offer. The holders of Securities approved the supplemental indenture by a
vote of (i) a majority in aggregate liquidation amount of Securities, and (ii)
a majority in aggregate liquidation amount of all outstanding Securities,
excluding for this purpose certain Securities owned by Greater Atlantic, any
trustee and their affiliates.
Holders of the Securities who participate in the tender offer will receive
$1.05 in cash for each Security validly tendered. Holders who have previously
tendered their Securities continue to have the right to revoke such tenders at
any time prior to the new expiration date by complying with the revocation
procedures set forth in the Offer to Purchase relating to the tender offer.
Holders of the Securities are urged to read the Offer to Purchase which has
been filed with the SEC and contains important information regarding the
tender offer. Requests for copies of the Offer to Purchase and related
documents may be directed to Laurel Hill Advisory Group, LLC, the information
agent for the tender offer, at (917) 338-3181. The Offer to Purchase and
other information regarding the tender offer may also be obtained through the
SEC's Web site at www.sec.gov.
This press release does not constitute an offer to purchase or a solicitation
of acceptance of the offer, which may be made only pursuant to the terms of
the Offer to Purchase and the related materials.
This press release may contain forward-looking statements within the meaning
of the federal securities laws. These forward-looking statements are based on
current expectations, estimates and projections, and are not guarantees of
future performance, events or results. Actual results and developments could
differ materially from those expressed in or contemplated by the
forward-looking statements due to a number of factors. These forward-looking
statements speak only as of the date on which they are made and, except as
required by law, Greater Atlantic does not intend to update such statements to
reflect events or circumstances arising after such date.
SOURCE Greater Atlantic Financial Corp.
Carroll E. Amos, President and Chief Executive Officer, Greater Atlantic
Financial Corp., +1-703-391-1300
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