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Bryn Mawr Bank Corporation to Acquire Continental Bank Holdings, Inc.
Posted: 05/05/2014 | Castle Creek

BRYN MAWR, Pa.–(GLOBE NEWSWIRE)–Bryn Mawr Bank Corporation (Nasdaq:BMTC) (the “Corporation”), parent of The Bryn Mawr Trust Company (the “Bank”), today announced that the Corporation has entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) to acquire Continental Bank Holdings, Inc., (“Continental”) in a transaction with an aggregate value of approximately $109 million. Under the terms of the Merger Agreement, shareholders of Continental will receive 0.45 (the “exchange ratio”) shares of Bryn Mawr Bank Corporation common stock for each share of Continental stock. Holders of Continental’s warrants to acquire Series B Convertible Perpetual Preferred Stock (“Series B Warrants”) will receive cash in the amount of $2.94 for each outstanding Series B Warrant. In addition, under the terms of the Merger Agreement, holders of options and other warrants to acquire shares of Continental common stock will have their options and warrants exchanged for similar options or warrants to acquire Bryn Mawr Bank Corporation common stock as adjusted by the exchange ratio. The Merger Agreement also provides that Continental will pay a special dividend to its shareholders of $1.251 million, or $0.15 per common share, immediately prior to closing. Continental Bank Holdings, Inc. is headquartered in Plymouth Meeting, PA. The acquisition dramatically expands the Corporation’s distribution network in attractive Montgomery, Chester and western Philadelphia counties by adding 10 branches, approximately $398 million in loans and $469 million in deposits.

Ted Peters, Chairman and CEO, stated, “Continental is a high quality, well-managed organization, and we are delighted to have them join us. This acquisition is really exciting for us, bringing tremendous opportunity for growth in very desirable markets. It is an important step in our strategic plan and goal of reaching $3 billion in banking assets by the end of 2014.” Mr. Peters added, “The broader range of services we offer, particularly wealth management and private banking for example, will be a big plus for many of our new clients.”

W. Kirk Wycoff, Chairman of the Board of Continental, said, “We are pleased to join forces with Bryn Mawr Trust, a premiere Pennsylvania bank franchise. We believe that the addition of our bank platform, with the strong demographics in our market area, will benefit shareholders, customers, employees and the communities we serve. We are excited about the potential represented by our combined operations and look forward to combining with Bryn Mawr Trust.”

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