FVNB Corp. Proposes Going Private Transaction

Apr 27, 2001, 01:00 ET from FVNB Corp.

    VICTORIA, Texas, April 27 /PRNewswire/ -- The Board of Directors of
 FVNB Corp. (Nasdaq:   FVNB) announced today the postponement of the Annual
 Meeting of Shareholders of the company to a date to be determined so that the
 shareholders may consider a proposal for a "going private" transaction as an
 agenda item for shareholder approval at the meeting.  It is anticipated the
 annual meeting will be held the week of June 18, 2001.
     Under the terms of the proposed transaction it is anticipated that
 approximately 316,000 shares, representing approximately 13.3% of the
 company's common stock, would be converted into the right to receive cash.
 Shareholders owning less than 2,000 shares of the company's common stock would
 be entitled to receive cash of $45.00 per share for all of their shares.  The
 closing price of FVNB's common stock on April 26, 2001, the day before this
 transaction was initially announced, was $34.85.  Shareholders owning
 2,000 shares or more would continue to hold their shares.  The transaction
 will be structured as a merger with a wholly-owned subsidiary and will be
 subject to approval by the affirmative vote of the holders of at least two-
 thirds of the company's shares of record as of April 23, 2001.
     The proposed transaction is anticipated to reduce the number of
 shareholders of record from approximately 611 to approximately
 100 shareholders.  As a result, FVNB would terminate the registration of
 FVNB's common stock under Section 12(g) of the Securities Exchange Act of
 1934, as amended, and cause the common stock to cease to be listed and traded
 on the Nasdaq National Market System.  It is anticipated that FVNB will
 achieve cost savings through the de-registration and de-listing of the
 company's common stock.  Further, the Board of Directors believes the
 transaction is consistent with the company's vision of maintaining an
 independent banking strategy.
     Details of the transaction may be found in FVNB's Preliminary Proxy
 Statement filed today with the Securities and Exchange Commission.  A copy of
 the Preliminary Proxy Statement may be downloaded from the Internet at no
 charge from FREEEDGAR, a real time access to SEC filings site located at
 http://www.freeedgar.com.
 
     FVNB Corp. is a financial holding company whose principal operating
 subsidiaries are First Victoria National Bank, with locations in Victoria,
 Port Lavaca, Taft, Edna, and Ganado, Texas; Citizens Bank of Texas N.A., with
 locations in New Waverly, Huntsville, and The Woodlands, Texas; and Citizens
 Insurance Agency of Texas, Inc.  As of March 31, 2001, total consolidated
 assets of the Company were approximately $750 million and consolidated equity
 capital was approximately $70 million.
 
     ["Safe Harbor" Statement under the Private Securities Litigation Reform
 Act of 1995: The statements contained in this release which are not historical
 facts contain forward looking information with respect to plans projections or
 future performance of the Company, the occurrence of which involve certain
 risks and uncertainties detailed in the Company's filings with the Securities
 Exchange Commission.]
 
                       [Subsidiary Banks, Members FDIC.]
 
     Contact:  David M. Gaddis, President & CEO of FVNB Corp., 361-572-6500.
 
                     MAKE YOUR OPINION COUNT -  Click Here
                http://tbutton.prnewswire.com/prn/11690X23854964
 
 

SOURCE FVNB Corp.
    VICTORIA, Texas, April 27 /PRNewswire/ -- The Board of Directors of
 FVNB Corp. (Nasdaq:   FVNB) announced today the postponement of the Annual
 Meeting of Shareholders of the company to a date to be determined so that the
 shareholders may consider a proposal for a "going private" transaction as an
 agenda item for shareholder approval at the meeting.  It is anticipated the
 annual meeting will be held the week of June 18, 2001.
     Under the terms of the proposed transaction it is anticipated that
 approximately 316,000 shares, representing approximately 13.3% of the
 company's common stock, would be converted into the right to receive cash.
 Shareholders owning less than 2,000 shares of the company's common stock would
 be entitled to receive cash of $45.00 per share for all of their shares.  The
 closing price of FVNB's common stock on April 26, 2001, the day before this
 transaction was initially announced, was $34.85.  Shareholders owning
 2,000 shares or more would continue to hold their shares.  The transaction
 will be structured as a merger with a wholly-owned subsidiary and will be
 subject to approval by the affirmative vote of the holders of at least two-
 thirds of the company's shares of record as of April 23, 2001.
     The proposed transaction is anticipated to reduce the number of
 shareholders of record from approximately 611 to approximately
 100 shareholders.  As a result, FVNB would terminate the registration of
 FVNB's common stock under Section 12(g) of the Securities Exchange Act of
 1934, as amended, and cause the common stock to cease to be listed and traded
 on the Nasdaq National Market System.  It is anticipated that FVNB will
 achieve cost savings through the de-registration and de-listing of the
 company's common stock.  Further, the Board of Directors believes the
 transaction is consistent with the company's vision of maintaining an
 independent banking strategy.
     Details of the transaction may be found in FVNB's Preliminary Proxy
 Statement filed today with the Securities and Exchange Commission.  A copy of
 the Preliminary Proxy Statement may be downloaded from the Internet at no
 charge from FREEEDGAR, a real time access to SEC filings site located at
 http://www.freeedgar.com.
 
     FVNB Corp. is a financial holding company whose principal operating
 subsidiaries are First Victoria National Bank, with locations in Victoria,
 Port Lavaca, Taft, Edna, and Ganado, Texas; Citizens Bank of Texas N.A., with
 locations in New Waverly, Huntsville, and The Woodlands, Texas; and Citizens
 Insurance Agency of Texas, Inc.  As of March 31, 2001, total consolidated
 assets of the Company were approximately $750 million and consolidated equity
 capital was approximately $70 million.
 
     ["Safe Harbor" Statement under the Private Securities Litigation Reform
 Act of 1995: The statements contained in this release which are not historical
 facts contain forward looking information with respect to plans projections or
 future performance of the Company, the occurrence of which involve certain
 risks and uncertainties detailed in the Company's filings with the Securities
 Exchange Commission.]
 
                       [Subsidiary Banks, Members FDIC.]
 
     Contact:  David M. Gaddis, President & CEO of FVNB Corp., 361-572-6500.
 
                     MAKE YOUR OPINION COUNT -  Click Here
                http://tbutton.prnewswire.com/prn/11690X23854964
 
 SOURCE  FVNB Corp.

RELATED LINKS

http://www.fvnb.com