Berkshire Bancorp Inc. reported that the Federal Reserve Bank of New York received an application from TBB Investments LLC and TBB Intermediate LLC (together, the “Applicants”) to become bank holding companies, by acquiring Berkshire Bancorp, Inc. and thereby indirectly acquiring Berkshire Bank, and to merge TBB Intermediate LLC with and into BERK. The application states that, at the time of the potential transaction, the Applicants would be owned by Mr. Moses Marx, members of his family and certain family entities, each of whom currently owns BERK shares.
In addition, the New York Department of Financial Services received, on behalf of the Applicants, an application for the Formation/Expansion of a Holding Company and for a Merger, Consolidation, or Purchase of Assets under New York Commercial Banks Supervisory Procedure 105 and Section 143-a of the New York Banking Law, in connection with the potential transaction.
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BERK has been notified of the transaction being proposed by the Applicants and Mr. Marx, which would be structured as a “short form” merger under Section 267 of the Delaware General Corporation Law, in which, if consummated, the Marx family investors would acquire the approximately 7.3% of issued and outstanding BERK shares held by shareholders other than the Marx family investors. Accordingly, if consummated, the potential transaction would not result in a change of control of BERK as the Marx family investors would own 100% of the issued and outstanding BERK shares. Whether and when the potential transaction would occur and the terms thereof will be determined solely by the Applicants, subject to regulatory approval. BERK is not (and does not expect to become) a party to any definitive agreements for the potential transaction.
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Berkshire Bancorp Inc. is a bank holding company headquartered in New York City. Berkshire Bancorp has one banking subsidiary, The Berkshire Bank, a New York State chartered commercial bank. The Berkshire Bank has its main office and branch at 4 East 39th Street in New York City and additional branches located in Manhattan, Brooklyn and Orange County, New York and Teaneck, New Jersey.
