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Pennsylvania Commerce, Republic First shareholders to decide merger in March
By Lisa Kerner
Charlotte, N.C., Feb. 23 - The boards of directors of Pennsylvania Commerce Bancorp, Inc. and Republic First Bancorp, Inc. recommended that their respective shareholders vote in favor of proposals to approve a merger of the two companies at special meetings in March.
Republic First shareholders will vote on a proposal to approve and adopt the merger agreement at a special meeting at 4 p.m. ET on March 18.
Pennsylvania Commerce shareholders will vote on a proposal to amend its articles of incorporation to increase its number of authorized shares of common stock to 25 million at 11 a.m. ET on March 19.
The record date for both meetings is Jan. 29, according to a joint proxy statement/prospectus.
Pennsylvania Commerce and Republic First agreed in November to combine in a tax-free all-stock transaction to form Metro Bancorp Inc.
Under the companies' merger agreement, Republic First shareholders will receive between 0.34 and 0.38 of a share of Pennsylvania Commerce common stock, calculated on the basis of $10 per share of Republic First common stock, according to the form 424B3 filed with the Securities and Exchange Commission.
The actual exchange ratio will be based on the average closing price of Pennsylvania Commerce common stock for a set period of 20 consecutive trading days preceding the effective date of the merger, the filing said.
With headquarters in Harrisburg and Philadelphia, Metro Bancorp will have a network of 45 locations in central Pennsylvania, metro Philadelphia and southern New Jersey, it was previously reported.
Republic First locations will be re-branded as Metro Bank.
Pennsylvania Commerce is the holding company of Commerce Bank/Harrisburg.
Philadelphia-based Republic First is the holding company of Republic First Bank.
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