By RTT News,
December 20, 2013, 07:18:00 PM EDT
(RTTNews.com) - CMS Bancorp, Inc. ( CMSB ), the parent company of CMS Bank, said Friday that it has decided not to further extend the termination date of a previously announced Agreement and Plan of Merger dated as of August 10, 2012 by and between CMS and Customers Bancorp, Inc. as amended effective as of April 22, 2013.
The Merger Agreement had called for a termination date by December 31, 2013 if the contemplated merger of CMS and Customers is not completed by that time. Customers would have had a right to extend the termination date to a later date of March 31, 2014 if certain conditions were satisfied, including that Customers shall have made all regulatory filings that are required to obtain regulatory approval for the purchase of CMS by December 31, 2013. CMS believes Customers will not satisfy that condition
Due to the continued delay and uncertainty in the timing of receipt of regulatory approvals by Customers, CMS determined that not further extending the Merger Agreement at this time, which allows the Merger Agreement to be terminated, is in the company's best interest.
CMS said it will proceed to terminate the Merger Agreement in its normal course and pursuant to the terms of the Merger Agreement.
Under the Merger Agreement, Customers is obligated to pay to CMS a termination fee of $1.0 million if the Merger Agreement is terminated for the reasons noted, that is, due to delay in the receipt of regulatory approvals.
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