Published:
Peoples Bancorp Inc. Receives Preliminary Approval to Participate in U.S. Treasury Capital Purchase Program
MARIETTA, Ohio, Dec. 3 /PRNewswire-FirstCall/ -- The Board of Directors of
Peoples Bancorp Inc. ("Peoples") (Nasdaq: PEBO) has called a Special Meeting
of Shareholders, which will be held on January 22, 2009, to consider and vote
on a proposal to adopt an amendment to Peoples' Amended Articles of
Incorporation to authorize Peoples to issue preferred shares.
The authorization would enable Peoples to participate in the TARP Capital
Purchase Program established by the U.S. Department of Treasury (the "U.S.
Treasury") under the Emergency Economic Stabilization Act of 2008. Peoples is
not currently authorized to issue preferred shares under its Amended Articles
of Incorporation, which is a prerequisite for participation in the Capital
Purchase Program.
Peoples has already received preliminary approval from the U.S. Treasury
to participate in the Capital Purchase Program, which is a voluntary program
designed to provide capital for healthy banks, improve lending activities and
benefit the U.S. economy.
"As a community bank, we believe it is important for us to be a part of
the U.S. Treasury's Capital Purchase Program in support of our local economy,"
said Mark F. Bradley, President and Chief Executive Officer. "We believe the
Capital Purchase Program provides a cost effective means for healthy financial
institutions like Peoples to fortify capital positions."
On November 12, 2008, Peoples received preliminary approval from the U.S.
Treasury of its application for a capital investment of $39 million, or 3% of
Peoples' total risk-weighted assets, which is the maximum that Peoples is
allowed to receive under the Capital Purchase Program. This investment would
be in the form of newly issued non-voting cumulative perpetual preferred
shares and a related 10-year warrant sold by Peoples to the U.S. Treasury.
The preferred shares will pay an annual dividend of 5% during the first five
years and 9% each year thereafter, unless redeemed by Peoples. The warrant
will entitle the holder to purchase 313,505 Peoples common shares with an
exercise price of $18.66. The U.S. Treasury's preliminary approval is also
subject to certain standard conditions and approvals, including the execution
of definitive agreements.
"This additional capital will add to our already strong capital position
during these challenging economic times," said Bradley. "Our primary intent
will be to use this capital to serve the needs of our clients and invest in
our communities by continuing to make loans to qualified individuals and
businesses. We may also use a portion of the proceeds for other expansion
opportunities that could be presented in the future."
Peoples' Total Risk-Based Capital Ratio is expected to exceed 16% if
Peoples issues the entire $39 million of cumulative perpetual preferred
shares, as preliminarily approved by the U.S. Treasury, compared to 13.68% at
September 30, 2008. A minimum ratio of 10% is required to be considered a
well-capitalized institution under applicable regulatory guidelines.
Peoples will soon file with the Securities and Exchange Commission
definitive proxy materials in respect of the Special Meeting of Shareholders.
In mid-December, these proxy materials will be mailed to Peoples shareholders
of record as of December 10, 2008, the record date for shareholder voting.
Peoples Bancorp Inc. is a diversified financial products and services
company with $1.9 billion in assets, 49 locations and 38 ATMs inOhio,West
Virginia andKentucky. Peoples makes available a complete line of banking,
investment, insurance, and trust solutions through its financial service units
- Peoples Bank, National Association; Peoples Financial Advisors (a division
of Peoples Bank) and Peoples Insurance Agency, Inc. Peoples' common shares
are traded on the NASDAQ Global Select Market under the symbol "PEBO", and
Peoples is a member of the Russell 3000 index of US publicly traded companies.
Learn more about Peoples at www.peoplesbancorp.com.
Peoples will release definitive proxy materials to shareholders in respect
of a Special Meeting of Shareholders at such time as is appropriate under
applicable laws, rules and regulations, including those of the SEC and NASDAQ.
Peoples' shareholders are urged to read these definitive proxy materials when
they become available because they will contain important information about
the business to be conducted at such Special Meeting.
Safe Harbor Statement:
This news release contains certain statements that are "forward-looking
statements" within the meaning of Section 27A of the Securities Act of 1933,
as amended, and Rule 175 promulgated thereunder, and Section 21E of the
Securities Exchange Act of 1934, as amended, and Rule 3b-6 promulgated
thereunder. In particular, this release includes forward-looking statements
regarding the amount of capital Peoples may obtain through participation in
the Capital Purchase Program, the timing of any capital investment by the U.S.
Treasury, the potential benefits of Peoples' participation in the Capital
Purchase Program and the potential impact participation could have on Peoples'
future results of operations and financial condition. These statements are
subject to certain risks and uncertainties including Peoples' ability to
satisfy the terms and conditions of participation in the Capital Purchase
Program, Peoples' ability to deploy any capital received through the Capital
Purchase Program and the other risks set forth in Peoples' filings with the
Securities and Exchange Commission, including the those risk factors included
in the disclosure under the heading "ITEM 1A. RISK FACTORS" of Part I of
Peoples' Annual Report on Form 10-K for the fiscal year ended December 31,
2007. As a result, actual results may differ materially from the forward-
looking statements in this news release. Peoples encourages readers of this
news release to understand forward-looking statements to be strategic
objectives rather than absolute targets of future performance. Peoples
undertakes no obligation to update these forward-looking statements to reflect
events or circumstances after the date of this news release or to reflect the
occurrence of unanticipated events, except as required by applicable legal
requirements. Copies of documents filed with the SEC are available free of
charge at the SEC's website at http://www.sec.gov and/or from Peoples'
website.
SOURCE Peoples Bancorp Inc.
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