Lakeland Bancorp, Inc. and 1st Constitution Bancorp Announce the Receipt of FDIC and New Jersey Approvals in Connection with Proposed Merger

Rhea-AI Summary

Lakeland Bancorp, Inc. and 1st Constitution Bancorp announced the approval of their proposed merger by the Federal Deposit Insurance Corporation and the New Jersey Department of Banking and Insurance. This merger requires additional approvals from the Federal Reserve Board and shareholders of both companies, expected to take place at special meetings on December 3, 2021. As of September 30, 2021, Lakeland's total assets stood at $8.17 billion, while 1st Constitution reported total assets of $1.91 billion. The merger aims to enhance market presence and operational efficiencies.

Positive

• Approval received from regulatory bodies for the merger.
• Potential for increased market presence and operational efficiencies post-merger.
• Lakeland reported strong financial metrics with $8.17 billion in total assets.

Negative

• Merger still subject to multiple approvals including Federal Reserve Board.
• Possible dilution of shares due to additional stock issuance during the merger.

OAK RIDGE, N.J. and CRANBURY, N.J., Nov. 05, 2021 (GLOBE NEWSWIRE) -- Lakeland Bancorp, Inc. (“Lakeland”) (NASDAQ: LBAI), the parent company of Lakeland Bank, and 1^st Constitution Bancorp (“1^st Constitution”) (NASDAQ: FCCY), the parent company of 1^st Constitution Bank, announced today the receipt of Federal Deposit Insurance Corporation and New Jersey Department of Banking and Insurance approval in connection with the proposed merger of 1^st Constitution with and into Lakeland.

The closing of the proposed merger remains subject to the approval of or waiver by the Board of Governors of the Federal Reserve System, the approval of Lakeland’s shareholders at the special meeting of shareholders to be held on December 3, 2021, the approval of 1^st Constitution’s shareholders at the special meeting of shareholders to be held on December 3, 2021, and certain other customary closing conditions.

About Lakeland Bancorp, Inc.

Lakeland Bancorp, Inc. has an extensive branch network and commercial lending centers throughout New Jersey and in Highland Mills, New York, and offers business and retail banking products and services. Business services include commercial loans and lines of credit, commercial real estate loans, loans for healthcare services, asset-based lending, equipment financing, small business loans and lines and cash management services. Consumer services include online and mobile banking, home equity loans and lines, mortgage options and wealth management solutions. Lakeland is proud to be recognized as one of New Jersey’s Best-In State Banks by Forbes and Statista, rated a 5-Star Bank by Bauer Financial and named one of New Jersey’s 50 Fastest Growing Companies by NJBIZ. As of September 30, 2021, Lakeland had consolidated total assets, total loans, total deposits and total stockholders’ equity of $8.17 billion, $5.88 billion, $6.93 billion and $814.1 million, respectively.

About 1^st Constitution Bancorp

1^st Constitution Bancorp is a bank holding company headquartered and maintaining its main office in Cranbury, New Jersey with additional offices in Asbury Park, Fair Haven, Fort Lee, Freehold, Hamilton, Hightstown, Hillsborough, Hopewell, Jackson, Jamesburg, Lawrenceville, Little Silver, Long Branch, Manahawkin, Neptune City, Perth Amboy, Plainsboro, Princeton, Rocky Hill, Rumson, Shrewsbury and Toms River, New Jersey. Founded in 1989, 1^st Constitution provides deposit and loan banking services to corporations, individuals, partnerships and other community organizations throughout the central, coastal, and northeastern areas of New Jersey. As of September 30, 2021, 1^st Constitution had consolidated total assets, total loans, total deposits and total shareholders’ equity of $1.91 billion, $1.20 billion, $1.64 billion and $199.9 million, respectively. 1^st Constitution is proud to be recognized by Newsweek Magazine as the “Best Small Bank in New Jersey!”

Additional Information and Where to Find It

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. In connection with the proposed merger, Lakeland filed with the Securities and Exchange Commission (the “SEC”) a registration statement that included a joint proxy statement of Lakeland and 1^st Constitution that also constitutes a prospectus of Lakeland. The definitive joint proxy statement/prospectus was mailed to the respective shareholders of Lakeland and 1^st Constitution on or about October 20, 2021. INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO SUCH DOCUMENTS BECAUSE THESE MATERIALS CONTAIN (OR WILL CONTAIN) IMPORTANT INFORMATION. Investors and security holders may obtain a free copy of the registration statement and other documents filed by Lakeland and 1^st Constitution with the SEC at the SEC’s web site at www.sec.gov. These documents may be accessed and downloaded for free at Lakeland’s website at www.lakelandbank.com or by directing a request to Investor Relations, Lakeland Bancorp, Inc., 250 Oak Ridge Road, Oak Ridge, New Jersey 07438 (973-697-2000). 1^st Constitution’s documents may be accessed and downloaded for free at 1^st Constitution’s website at www.1stconstitution.com or by directing a request to Investor Relations, 1^st Constitution Bancorp, 2650 Route 130 P.O. Box 634 Cranbury New Jersey 08512 (609-655-4500).

Participants in the Solicitation

Lakeland, 1^st Constitution and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from 1^st Constitution’s and Lakeland’s shareholders in respect of the proposed merger. Information regarding the directors and executive officers of Lakeland may be found in its definitive proxy statement relating to its 2021 Annual Meeting of Shareholders, which was filed with the SEC on April 9, 2021 and can be obtained free of charge from Lakeland’s website. Information regarding the directors and executive officers of 1^st Constitution may be found in its definitive proxy statement relating to its 2021 Annual Meeting of Shareholders, which was filed with the SEC on April 22, 2021 and can be obtained free of charge from 1^st Constitution’s website. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interest, by security holdings or otherwise, is contained in the joint proxy statement/prospectus and other relevant materials filed or to be filed with the SEC, when available.

Cautionary Statements Regarding Forward-Looking Information

This press release contains forward-looking statements with respect to the proposed merger and the timing of consummation of the merger that are made in reliance upon the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The words “anticipates”, “projects”, “intends”, “estimates”, “expects”, “believes”, “plans”, “may”, “will”, “should”, “could” and other similar expressions are intended to identify such forward looking statements. These forward-looking statements are necessarily speculative and speak only as of the date made, and are subject to numerous assumptions, risks and uncertainties, all of which may change over time. Actual results could differ materially from such forward-looking statements. The following factors, among others, could cause actual results to differ materially and adversely from such forward-looking statements: failure to obtain Federal Reserve Board approval or waiver (and the risk that such approval may result in the imposition of conditions that could adversely affect the combined company); failure to obtain shareholder approvals or to satisfy any of the other conditions to the transaction on a timely basis or at all or other delays in completing the transaction; the magnitude and duration of the COVID-19 pandemic and its impact on the global economy and financial market conditions and the business, results of operations, and financial condition of Lakeland or 1^st Constitution; the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the parties to terminate the merger agreement; the outcome of any legal proceedings that may be instituted against Lakeland or 1^st Constitution; failure to realize anticipated efficiencies and synergies if the merger is consummated; material adverse changes in Lakeland’s or 1^st Constitution’s operations or earnings; decline in the economy in Lakeland’s and 1^st Constitution’s primary market areas; potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the transaction; the dilution caused by Lakeland’s issuance of additional shares of its capital stock in connection with the merger; and other factors that may affect the future results of Lakeland or 1^st Constitution. Additional factors that could cause results to differ materially from those described above can be found in Lakeland’s Annual Report on Form 10-K for the year ended December 31, 2020 and in its subsequent Quarterly Reports on Form 10-Q, including in the respective Risk Factors sections of such reports, as well as in subsequent SEC filings, each of which is on file with the SEC and available in the “Investors Relations” section of Lakeland’s website, www.lakelandbank.com, under the heading “Documents” and in other documents Lakeland files with the SEC, and in 1^st Constitution’s Annual Report on Form 10-K for the year ended December 31, 2020 and in its subsequent Quarterly Reports on Form 10-Q, including in the respective Risk Factors sections of such reports, as well as in subsequent SEC filings, each of which is on file with and available in the “Investor Relations” section of 1^st Constitution’s website, www.1stconstitution.com, under the heading “SEC Filings” and in other documents 1^st Constitution files with the SEC.

Neither Lakeland nor 1^st Constitution assumes any obligation for updating any such forward-looking statements at any time.

Contact:

Lakeland Bancorp, Inc.:
Thomas J. Shara
President and CEO
Thomas F. Splaine
EVP & CFO
973-697-2000

1^st Constitution Bancorp:

Robert F. Mangano
President and CEO
609-655-4500

FAQ

What is the status of the FCCY merger with Lakeland?

The FCCY merger with Lakeland has received regulatory approval but awaits further shareholder and Federal Reserve Board approvals.

When are the shareholder meetings for the FCCY merger?

The shareholder meetings for the FCCY merger are scheduled for December 3, 2021.

What are the expected benefits of the FCCY and Lakeland merger?

The merger is expected to enhance market presence and create operational efficiencies.

What are the total assets of FCCY and Lakeland?

As of September 30, 2021, Lakeland's total assets were $8.17 billion, and FCCY's total assets were $1.91 billion.