STERLING BANK [LOGO]
NEWS RELEASE
FOR IMMEDIATE RELEASE
DATE: MARCH 1, 2007
CONTACT: Robert H. King, Gary N Pelehaty,
President and CEO President and CEO
Sterling Banks, Inc. Farnsworth Bancorp, Inc.
Sterling Bank Peoples Savings Bank
856 273 5900 609 298 0723
FEDERAL RESERVE BOARD APPROVES STERLING BANK INC.'S ACQUISITION OF FARNSWORTH
BANCORP, INC. AND STERLING BANK ANNOUNCES RESULTS OF FARNSWORTH SHAREHOLDERS
ELECTIONS AND CLOSING DATE
MT LAUREL, NJ- Sterling Bank (NASDAQ:STNJ) and Farnsworth Bancorp, Inc. (OTCBB:
FNSW) today announced that on February 28, 2007, the Board of Governors of the
Federal Reserve System approved the proposed reorganization of Sterling Bank
into a holding company, Sterling Banks, Inc., and the subsequent merger between
Sterling Banks, Inc. and Farnsworth Bancorp, Inc. The companies expect the
holding company reorganization and merger to occur on or about March 16, 2007.
The proposed holding company reorganization and proposed merger remain subject
to the satisfaction of certain conditions contained in each agreement.
Sterling Bank and Farnsworth Bancorp, Inc. also announced the results
of elections made by Farnsworth shareholders regarding their preferences as to
the form of merger consideration that they will receive in the pending
acquisition of Farnsworth by Sterling Banks, Inc.
Of the 650,530 shares of Farnsworth common stock outstanding as of the
election deadline:
o 209,315 shares elected to receive cash;
o 286,536 shares elected to receive Sterling Banks, Inc. common stock;
and
o 170,640 shares did not make a valid election.
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Based on the election results and applying the conversion provisions set
forth in the Merger Agreement, all Farnsworth shareholders who made valid
elections will receive the merger consideration they elected. The precise
allocation of merger consideration for Farnsworth shareholders who did not make
a valid election will be determined after the closing of the merger and will be
based on the actual number of shares of Farnsworth common stock outstanding
immediately prior to the closing date. A press release announcing the final
merger consideration will be issued after the closing date.
Under the terms of the Merger Agreement, fractional shares of Sterling
Banks, Inc. common stock will not be issued. Instead, Farnsworth shareholders
will receive cash in an amount equal to the fractional part of the per share
cash consideration.
Sterling Bank is a community bank headquartered in Burlington County, New
Jersey. Sterling Bank's main office is located in Mount Laurel, New Jersey, and
its six other Community Banking Centers are located in Burlington and Camden
Counties in New Jersey. Sterling Bank began operations in December 1990 with the
purpose of serving consumers and small to medium-sized businesses in its market
area. The Bank's deposits are insured to the applicable regulatory limits per
depositor by the Federal Deposit Insurance Corporation. Sterling Bank is a
member of the Federal Reserve System. The common stock of Sterling Bank is
traded on the NASDAQ Capital Market under the symbol "STNJ". For additional
information about Sterling Bank visit our website at http://www.sterlingnj.com.
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Peoples Savings Bank is a federally chartered stock savings bank which
conducts its business from its main office in Bordentown, New Jersey and three
branch offices located in Florence, Mt. Laurel and Marlton, New Jersey. Peoples
Savings Bank's deposits are insured up to the maximum legal amount by the
Federal Deposit Insurance Corporation (FDIC). Farnsworth Bancorp, Inc.'s common
stock is traded on the OTC Bulletin Board under the symbol "FNSW."
This news release may contain certain forward-looking statements, such as
statements of Sterling Bank's or Farnsworth's plans, objectives, expectations,
estimates and intentions. Forward-looking statements may be identified by the
use of words such as "expects," "subject," "believe," "will," "intends," "will
be" or "would." These statements are subject to change based on various
important factors (some of which are beyond Sterling Bank's or Farnsworth's
control) and actual results may differ materially. Accordingly, readers should
not place undue reliance on any forward-looking statements (which reflect
management's analysis only as of the date of which they are given). These
factors include general economic conditions, trends in interest rates, the
ability of our borrowers to repay their loans, the ability of Sterling Bank to
effectively manage its growth, and results of regulatory examinations, among
other factors. Sterling Bank and Farnsworth caution that the foregoing list of
important factors is not exclusive. Readers should carefully review the risk
factors described in other documents Sterling Bank files from time to time with
the Federal Reserve, including its Annual Report on Form 10-KSB for the year
ended December 31, 2005, Quarterly Reports on Form 10-QSB, and Current Reports
on Form 8-K and documents
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Farnsworth files from time to time with the Securities and Exchange Commission,
including Farnsworth's Annual Report on Form 10-KSB for the year ended September
30, 2006, Quarterly Reports on Form 10-QSB, and Current Reports on Form 8-K.
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