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FOR IMMEDIATE RELEASE
July 18, 2000
CONTACT
Angie Martin, Citizens Bank
Tri-Cities
(423) 230-4307
Judith O. Bowers, Twin City Federal
(423) 989-4417
CITCO COMMUNITY BANCSHARES, INC.
AND
TWIN CITY BANCORP, INC.
ANNOUNCE MERGER AGREEMENT
BRISTOL, TENN.-- Citco Community Bancshares, Inc. (Citco),
Elizabethon, TN, the bank holding company for Citizens Bank Tri-
Cities, and Twin City Bancorp, Inc. (NASDAQ:TWIN) Bristol, TN,
the holding company for Twin City Federal Savings Bank, have
entered into an agreement and plan of merger whereby Citco will
acquire the outstanding stock of Twin City Bancorp, Inc. for
$17.15 per share in cash subject to adjustment.
"Having had a presence in Bristol for 42 years, joining
forces with another well-established regional community bank is
the perfect way for us to preserve our heritage and our way of
doing business," said Thad R. Bowers, President and Chief
Executive Officer of Twin City Federal Savings Bank. "We are
excited that this partnership opportunity with such a strong,
well-managed community bank became available to us. It is an
ideal match, and one that will benefit our employees as well as
our shareholders."
Twin City Federal (TCF) was chartered in 1958 with $350,000
on hand and has grown to total assets of $124 million.
"We attribute our success and growth through the years to
an outstanding board of directors and a community-minded,
dedicated management team," Bowers said.
TCF operates three offices in Bristol, TN and recently
completed construction on a new office in Bristol, VA at Exit 7.
-MORE-
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2-CITIZENS/TWIN CITY MERGER
"Bristol is an integral piece of the Tri-Cities market so
we have long had an interest in being a part of the Bristol
community," said Citizens Bank Tri-Cities President Bill Dudney.
"With this acquisition, we feel we are rounding out our presence
in the Tri-Cities region."
Citizens Bank Tri-Cities currently has assets of $405
million with eight offices in Elizabethton, Kingsport and
Johnson City. The bank, which was established in Carter County
in 1934, has more than tripled its assets in the last decade,
and with the completion of the merger will become the largest
community bank in the Tri-Cities region.
Citizens began its expansion beyond Carter County in 1992
with the acquisition of Executive Park National Bank in
Kingsport. The bank opened its first office in Johnson City in
1993, and construction will begin on a second office in Johnson
City this summer. In 1995, Citizens acquired two Kingsport
offices from First Union National Bank giving the bank a total
of four offices in Kingsport. In May 1999, the bank acquired an
independent brokerage firm in Johnson City affiliated with
Raymond James Financial Services and created an investment
division known as Citizens Investment Services, Inc.
Pending regulatory and shareholder approval, Citco and Twin
City Bancorp anticipated a closing date before the end of the
fourth quarter of this year. In connection with the merger
agreement, Twin City Bancorp is granting Citco an option to
acquire up to 223,156 shares of its common stock (equal to 19.9%
shares outstanding) for a purchase price of $15.50 per share.
Citco's current plans are to operate the offices of TCF as Twin
City Bank, a division of Citizens Bank Tri-Cities.
After serving more than forty years with the bank TCF
President and Chief Executive Officer Thad R. Bowers will retire
when the merger is complete. Joyce S. Rouse, Senior Vice
President and Judith O. Bowers, Senior Vice President will also
retire from the bank. Chip Glover, Executive Vice President,
John Wolford, Senior Vice President, and Mike Phipps, Senior
Vice President, will remain in their current positions.
"Unlike some bank mergers, all Twin City offices will
remain open," said Dudney. "We feel the most valuable asset we
are gaining through this acquisition is the employees of Twin
City Federal Savings Bank. We are looking forward to them
continuing their careers with a community bank."
Citizens Bank Tri-Cities offers a full range of financial
services including business loans, mortgage loans, investment
services and 24-hour banking options by phone or online. The
bank is the Tri-Cites' number one SBA lender and has Preferred
Lender status with the U.S. Small Business Administration.
"We believe we have services that are going to complement
the traditional service Twin City customers have come to
expect," Dudney said.
