Finward Bancorp Announces Preliminary Results of Cash and Stock Elections by Royal Financial Stockholders

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[{"type":"text","content":"MUNSTER, Ind., Jan. 26, 2022 (GLOBE NEWSWIRE) -- Finward Bancorp (Nasdaq: FNWD) (the “Bancorp” or “Finward”), the holding company for Peoples Bank, today announced the preliminary results of elections made by the stockholders of Royal Financial, Inc. (OTCQX: RYFL) (“Royal Financial”), the holding company for Royal Savings Bank, regarding their preferences as to the form of merger consideration they will receive in connection with the pending merger transaction between Finward and Royal Financial. The deadline for Royal Financial stockholders to have made elections in connection with the transaction was 5:00 p.m. Eastern Time on January 18, 2022. Under the terms of the merger agreement, Royal Financial stockholders who owned 101 or more shares of Royal Financial common stock were permitted to elect to receive either 0.4609 shares of Finward common stock or $20.14 in cash, or a combination of both, for each share of Royal Financial common stock owned, subject to proration and allocation provisions such that 65% of the shares of Royal Financial common stock outstanding immediately prior to the closing are converted into the right to receive shares of Finward common stock and the remaining 35% of the outstanding Royal Financial shares are converted into the right to receive cash. Stockholders holding less than 101 shares of Royal Financial common stock only have the right to receive fixed consideration of $20.14 in cash. Based on the 2,655,123 shares of Royal Financial common stock outstanding as of the election deadline, the preliminary election results are as follows: the holders of 2,343,817 shares of Royal Financial common stock (approximately 88.3% of outstanding shares) validly elected to receive the stock consideration;the holders of 88,492 shares of Royal Financial common stock (approximately 3.3% of outstanding shares) validly elected to receive the cash consideration; andthe holders of 222,814 shares of Royal Financial common stock (approximately 8.4% of outstanding shares) did not make a valid election. Applying the proration and allocation procedures specified in the merger agreement to these preliminary election results: Stock elections were oversubscribed, so Royal Financial stockholders who made a valid stock election with respect to their shares of Royal Financial common stock are expected to receive 0.4609 shares of...

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