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EXHIBIT 99.1
FOR IMMEDIATE RELEASE
Contact: M.J. "Jekka" Ashman
901.523.3525
FEDERAL RESERVE APPROVES
NCBC-CCB MERGER
MEMPHIS, Tennessee (June 19, 2000) - National Commerce Bancorporation
(Nasdaq:NCBC), headquartered in Memphis, Tennessee, announced that earlier today
it received approval from the Board of Governors of the Federal Reserve System
to acquire through merger CCB Financial Corporation (NYSE:CCB), Durham, North
Carolina, and its principal banking subsidiary, Central Carolina Bank and Trust.
NCBC Chairman Thomas M. Garrott and CCB Chairman Ernest C. Roessler stated that
in addition to receiving approval from the Federal Reserve, Institutional
Shareholder Services (ISS) earlier today endorsed the proposed combination of
NCBC and CCB and stated that, "Based on the fairness opinion provided to CCB by
its financial adviser [J.P. Morgan Securities, Inc.], the potential strategic
synergies and the 'merger of equals' structure of the transaction, we believe
the merger agreement warrants shareholder support." ISS is the nation's leading
independent institutional stockholder advisory firm.
Garrott and Roessler stated they were pleased with the Federal Reserve's timely
approval of the merger application as well as the recommendation by ISS in
support of the transaction to institutional shareholders. Both Garrott and
Roessler stated that the combination of NCBC and CCB is a win-win scenario for
shareholders of both companies and expressed confidence that the transaction
would be approved by both NCBC and CCB shareholders on June 29 and that the
merger would be consummated by mid-July.
FORWARD-LOOKING STATEMENTS
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This presentation contains certain statements regarding National Commerce
Bancorporation ("NCBC") and CCB Financial ("CCB") following the completion of
the merger of equals discussed herein, including strategies, plans and
objectives, as well as estimates and statements based on underlying estimates of
future financial condition, performance and operating efficiencies on a pro
forma basis and cost savings and revenue enhancements and accretion to reported
earnings that will be realized from the merger.
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These statements and estimates constitute forward-looking statements (within the
meaning of the Private Securities Litigation Reform Act of 1995), which involve
significant risks and uncertainties. A variety of factors could cause actual
results and experience to differ materially from the anticipated results or
other expectations expressed in such forward-looking statements.
Neither NCBC nor CCB assumes any obligation to update these forward-looking
statements or to update the reasons why actual results could differ from those
projected in the forward-looking statements.
Factors that might cause such a difference include, but are not limited to,
risks and uncertainties related to the consummation of the merger, including the
realization of expected cost savings from the merger; realization of the level
of revenues following the merger; integration costs or difficulties, competition
from both financial and non-financial institutions; changes in interest rates,
deposit flows, loan demand and real estate values; changes in legislation or
regulation; changes in accounting principles, policies or guidelines; the timing
and occurrence (or non-occurrence) of transactions and events that may be
subject to circumstances beyond the control of NCBC or CCB; and other economic,
competitive, governmental, regulatory and technological factors affecting NCBC
or CCB specifically or the banking industry or economy generally.
You are urged to read the Joint Proxy Statement/Prospectus of NCBC or CCB,
together with all documents incorporated therein by reference. These documents
contain important information and may be referenced free of charge at the SEC's
web site http://www.sec.gov or obtained from either NCBC or CCB by contacting
Kathryn L. Shelton, assistant treasurer, National Commerce Bancorporation, One
Commerce Square, Memphis, Tennessee 38103, 901.523.3242.
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