SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a)
of the Securities Exchange Act of 1934.
(Amendment No. )
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14a-6(e)(2)
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[x] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Sec. 240.14a-11(c) or Sec. 240.14a-12
Provident Bankshares Corporation
(Name of Registrant as Specified In Its Charter)
Mid-Atlantic Investors
(Name of Person(s) Filing Proxy Statement if other than the Registrant)
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Press Release For Immediate Release
April 9, 1999
For More Information, call:
Jerry Shearer
Mid-Atlantic Investors
(803) 749-7888
MID-ATLANTIC INVESTORS ANNOUNCES PROXY CONTEST
Mid-Atlantic Investors ("Mid-Atlantic") announced that it had begun a proxy
contest with management of Provident Bankshares Corporation (Nasdaq: PBKS).
Mid-Atlantic is soliciting proxies in favor of a stockholder proposal to
ask the board of directors to sell the Company. Mid- Atlantic filed the proposal
with the Company in November, 1998, and will offer it at the Provident annual
meeting of stockholders on April 21, 1999. The proposal is opposed by management
and management is actively seeking proxies that it states will be voted against
the Mid-Atlantic proposal.
Mid-Atlantic announced that, because of management's use of substantial
corporate resources to make it difficult for the will of the stockholders to be
determined and to solicit proxies to vote against the proposal, it would
withhold its own votes on the election of the unopposed nominees for director as
a protest vote.
Mid-Atlantic stated that it believed that the stockholders of the Company
would be better off if a sale of the Company were to occur in the near future.
Jerry Shearer, managing partner of Mid- Atlantic stated that "Management could
have easily provided stockholders with an opportunity to simply say yes or no to
the proposal on management's proxy card which is paid for by all of the
stockholders. Instead, management chose to say if you send our proxy card back
we will vote your shares, no matter what you think, against the proposal. We
cannot support that sort of management by voting for their nominees and we are
urging other stockholders to withhold authority to vote for their nominees and
to abstain on the approval of auditors to protest management's anti-democratic
conduct."
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