The South Dakota Form of Agreement and Plan of Merger by Regional Ban corp, Inc., Medford Interim, Inc., and Medford Savings Bank is a legal document that outlines the terms and conditions of the merger between Regional Ban corp, Inc., Medford Interim, Inc., and Medford Savings Bank in South Dakota. This agreement serves as a blueprint for the merger process, including the terms of the transaction, post-merger operations, and legal requirements. Key provisions included in the South Dakota Form of Agreement and Plan of Merger may vary based on the specific details of the merger, but generally, they cover essential aspects such as: 1. Parties involved: The agreement identifies the merging entities, including Regional Ban corp, Inc., Medford Interim, Inc., and Medford Savings Bank. 2. Merger structure: It outlines the structure of the merger, whether it is a statutory merger or another form such as a stock-for-stock exchange or asset purchase. 3. Purchase price and consideration: The agreement specifies the terms of the purchase price to be paid by the acquiring entity or entities, which may include cash, stock, or a combination of both. The consideration and valuation methods are detailed here. 4. Merger process and approvals: This section outlines the process and steps to be taken to complete the merger, including shareholder and regulatory approvals required under South Dakota law. 5. Representations and warranties: The document includes statements made by both parties regarding their legal authority, financial condition, and compliance with laws. These representations safeguard both parties and ensure they are entering into the merger on accurate and truthful terms. 6. Conditions precedent: The agreement lists the conditions that must be met before the merger can proceed, such as obtaining necessary regulatory approvals and fulfilling any contractual obligations. 7. Governance and management of the merged entity: Details regarding the board of directors, officers, corporate governance, and management structure after the merger are described in this section. It may also address any changes to stockholders' rights, voting rights, dividends, and other matters. 8. Integration and employees: This section addresses how the employees of the merging entities will be integrated into the new organization, including potential severance arrangements, employee benefits, and any other related matters. It's important to note that while this description covers the general framework of a South Dakota Form of Agreement and Plan of Merger, the specific terms and provisions may differ depending on the individual circumstances and intentions of the parties involved, such as interests of stakeholders and institutional requirements.
South Dakota Form of Agreement and Plan of Merger by Regional Bancorp, Inc., Medford Interim, Inc., and Medford Savings Bank
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Statement of Condition AssetsEquity and Consumer Loans7,513,037Office Properties and Equipment3,596,606Other Assets34,496,593Total Assets$ 649,629,5953 more rows
SR Bancorp, Inc. operates as a bank holding company of Somerset Savings Bank. The Company, through its subsidiaries, provides banking services.
SR Bancorp's transfer agent, Continental Stock Transfer & Trust Company expects to mail Direct Registration System ("DRS") Book-Entry statements for shares purchased in the subscription offering and interest checks shortly after the closing. Keefe, Bruyette & Woods, Inc. was SR Bancorp's selling agent in the offering.
In the conversion, SR Bancorp became the parent company of Somerset Savings Bank and sold shares of its common stock in a public offering. SR Bancorp in turn acquired Regal Bancorp, Inc. and its wholly-owned subsidiary Regal Bank, a commercial bank headquartered in Livingston, New Jersey.
It is the parent company of U.S. Bank National Association, and is the fifth largest banking institution in the United States. The company provides banking, investment, mortgage, trust, and payment services products to individuals, businesses, governmental entities, and other financial institutions.