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| WLBC > SEC Filings for WLBC > Form 8-K on 13-Nov-2009 | All Recent SEC Filings |
13-Nov-2009
Termination of a Material Definitive Agreement, Financial Statements and
On November 12, 2009, Western Liberty Bancorp ("WLBC"), WL Interim Bank, 1st Commerce Bank, Capitol Bancorp Limited V and Capitol Bancorp Limited ("Capitol Bancorp') entered into a letter agreement (the "Letter Agreement") confirming the mutual termination of their Merger Agreement, dated July 13, 2009 (the "1st Commerce Merger Agreement"), in accordance with the terms specified therein. The 1st Commerce Merger Agreement provided for the planned acquisition of Capitol Bancorp's Nevada-based affiliate, 1st Commerce Bank, by WLBC. Both Capitol Bancorp and Western Liberty have mutually decided it is in the best interests of all parties involved to terminate the planned acquisition of 1st Commerce Bank at this time in order to pursue other opportunities.
Pursuant to the Letter Agreement, the parties have agreed to make certain reimbursements for transaction-related expenses. No party shall have any further obligation or liability of any nature whatsoever under the 1st Commerce Merger Agreement, other than with respect to the confidentiality and public announcement provisions therein.
The foregoing summaries of the Letter Agreement, the 1st Commerce Merger Agreement and the transactions contemplated thereby do not purport to be complete and are subject to, and are qualified in their entirety by, the Letter Agreement, which is Exhibit 10.1 hereto, and the 1st Commerce Merger Agreement, which is Exhibit 2.1 to WLBC's Current Report on Form 8-K, filed with the Securities and Exchange Commission on July 14, 2009. The Letter Agreement and the 1st Commerce Merger Agreement are each incorporated by reference into this Current Report on Form 8-K.
On November 12, 2009, WLBC issued a press release in connection with the foregoing, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K.
10.1 Letter Agreement, dated as of November 12, 2009, among Western Liberty, WL Interim Bank, 1st Commerce Bank, Capitol Development Bancorp Limited V and Capitol Bancorp Limited
99.1 Press Release of Western Liberty Bancorp, dated as of November 12, 2009
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