CINCINNATI, June 13 /PRNewswire-FirstCall/ -- Fifth Third Bancorp today announced the final results of elections made by stockholders of Charlotte-based First Charter Corporation (FCTR) regarding the form of merger consideration they will receive in connection with the merger of FCTR and Fifth Third Bancorp. The merger closed on June 6, 2008. The election period for FCTR stockholders to choose the form of merger consideration expired on May 30, 2008.
Of the 35,191,435 shares of First Charter common stock outstanding as of the close of trading on June 6, 2008, approximately:
-- 10,759,125.8650 shares, or 30.6%, elected to receive cash; of those, 10,557,429.3667 or 30%, were accepted as cash elections. This indicates that 98.13% of cash elections will be paid as cash. -- 19,797,251.6049 shares, or 56.3%, elected to receive Fifth Third common shares; and -- 198,049.0747 shares, or 0.6%, elected no preference, -- 4,437,008.46 shares did not make a valid election and will receive Fifth Third common shares.
Based on the foregoing election results and the application of the pro-ration procedures in the merger agreement, those shareholders who made a valid cash election will receive approximately 1.87% of their consideration in Fifth Third common stock and the remainder in cash, those shareholders who made a valid election to receive shares of Fifth Third common stock will receive consideration in accordance with their election, and shareholders who did not make a valid election or who expressed no preference will receive shares of Fifth Third common stock for their shares of First Charter common stock.
First Charter common stock shareholders who receive shares of Fifth Third common stock in the merger will receive 1.7412 shares of Fifth Third common stock for each share of First Charter common stock and cash in lieu of fractional shares of Fifth Third common stock. The amount of cash in lieu of a fractional share of Fifth Third common stock will be determined by multiplying the fraction otherwise due by $31.00.
Fifth Third Bancorp is a diversified financial services company headquartered in Cincinnati, Ohio. The Company has $111 billion in assets, operates 18 affiliates with 1,245 full-service Banking Centers, including 105 Bank Mart(R) locations open seven days a week inside select grocery stores and 2,229 ATMs in Ohio, Kentucky, Indiana, Michigan, Illinois, Florida, Tennessee, West Virginia, Pennsylvania, Missouri, Georgia and North Carolina. Fifth Third operates five main businesses: Commercial Banking, Branch Banking, Consumer Lending, Investment Advisors and Fifth Third Processing Solutions. Fifth Third is among the largest money managers in the Midwest and, as of March 31, 2008, has $212 billion in assets under care, of which it managed $31 billion for individuals, corporations and not-for-profit organizations. Investor information and press releases can be viewed at http://www.53.com/ . Fifth Third's common stock is traded on the NASDAQ(R) National Global Select Market under the symbol "FITB."
