Horizon Bancorp, Inc. – Closing of Asset Sale and Stock Transfer Records
Lake Havasu City, Arizona – August 31, 2022. Horizon Bancorp, Inc. (OTCPK: HRRB) (“Horizon Bancorp”) today announced that all necessary regulatory approvals have been obtained to complete the sale of substantially all of the assets and liabilities (the “Asset Sale”) of Horizon Community Bank to Arizona Financial Credit Union (formerly Arizona Federal Credit Union) (“Arizona Financial”) under the Purchase and Assumption Agreement, dated as of March 9, 2022 (the “Purchase Agreement”), by and among Horizon Bancorp, Horizon Community Bank and Arizona Financial.
Horizon Bancorp expects to close the Asset Sale on September 30, 2022, subject to the satisfaction of customary closing conditions under the Purchase Agreement.
After the closing of the Asset Sale, Horizon Bancorp will begin the process of voluntarily dissolving Horizon Community Bank and Horizon Bancorp, and distributing the net cash proceeds from the Asset Sale to the shareholders of Horizon Bancorp. Horizon Bancorp anticipates making two liquidating distributions to the shareholders, with the first occurring shortly after the closing of the Asset Sale and the second occurring as soon as practicable in connection with the dissolution of Horizon Bancorp. The actual timing of the distributions will be based on the closing of the Asset Sale and the satisfaction of certain conditions to the dissolution of Horizon Community Bank and Horizon Bancorp.
Horizon Bancorp intends to cause its common stock to no longer trade or be quoted on the OTC Pink Sheets after the consummation of the Asset Sale on September 30, 2022. Horizon Bancorp anticipates closing its stock records at or about the same time. Thereafter, Horizon Bancorp common stock will represent the right to receive the liquidating distributions.
After the closing of the Asset Sale, Horizon Bancorp shareholders will receive transmittal documents from Horizon Bancorp’s paying agent, West Coast Stock Transfer, Inc., for surrendering their stock certificate(s) and ownership in Horizon Bancorp in exchange for the liquidating distributions under the Purchase Agreement and the liquidation of Horizon Bancorp.
Certain statements contained in this press release may be considered “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995, as amended. These forward-looking statements may be identified by their reference to a future period or periods or by the use of forward-looking terminology such as “anticipate,” “believe,” “estimate,” “expect,” “may,” “might,” “will,” “would,” “could,” or “intend.” Forward-looking statements, by their nature, are subject to risks and uncertainties. A number of factors – many of which are beyond the control of Horizon Bancorp – could cause actual conditions, events or results to differ materially from those anticipated, discussed, projected, expressed or implied by forward-looking statements. We caution you not to place undue reliance on the forward-looking statements contained in this press release. Factors that could cause actual results to differ materially from the expectations of Horizon Bancorp and Horizon Community Bank include the nature and amount of the liabilities remaining at Horizon Bancorp and Horizon Community Bank following the proposed Asset Sale, including material federal income tax liabilities, the results of any litigation involving Horizon Bancorp and Horizon Community Bank, and the amount of costs and expenses associated with liquidating Horizon Bancorp and Horizon Community Bank, all of which must be satisfied or provided for before Horizon Bancorp may distribute its residual assets to its shareholders. Forward-looking statements speak only as of the date they are made. Horizon Bancorp and Horizon Community Bank do not undertake any obligation to update publicly or revise any forward-looking statements because of new information, future events or otherwise.