Processing your request


please wait...

Case Page

 

Case Status:    DISMISSED    
On or around 12/13/2017 (Notice of voluntarily dismissal)

Filing Date: October 12, 2017

Premara Financial, Inc. ("Premara Financial" or the "Company") is a holding company for a commercial bank that serves the Charlotte, North Carolina area.

This action stems from a Proposed Transaction announced on July 21, 2017 pursuant to which Premara Financial and its wholly owned subsidiary, Carolina Premier Bank (together, "Premara"), will be acquired by Select Bancorp, Inc. and its wholly owned subsidiary, Select Bank & Trust Company (together, "Select"). On July 20, 2017, the Board caused Premara to enter into an agreement and plan of merger and reorganization (the "Merger Agreement") with Select. Pursuant to the terms of the Merger Agreement, shareholders of Premara Financial will receive either (i) 1.0463 shares of Select Bancorp common stock; or (ii) $12.65 in cash. Premara Financial shareholders will have the option to elect the type of consideration that they receive in the Proposed Transaction, subject to proration as provided in the Merger Agreement. The merger consideration will be prorated such that 30% of Premara Financial's outstanding shares is converted to the cash consideration, with the 70% balance of Premara Financial's common stock being converted to the stock consideration.

On September 27, 2017, Defendants filed a Form S-4 Registration Statement with the United States Securities and Exchange Commission in connection with the Proposed Transaction. The Complaint alleges that the Registration Statement omits material information with respect to the Proposed Transaction, which renders the Registration Statement false and misleading.

This case was voluntarily dismissed on December 13, 2017.

Protected Content


Please Log In or Sign Up for a free account to access restricted features of the Clearinghouse website, including the Advanced Search form and the full case pages.

When you sign up, you will have the option to save your search queries performed on the Advanced Search form.