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PDL Community Bancorp and Ponce Financial Group, Inc. Announce Subscription Offering Results and Results of PDL Stockholder Vote; Ponce Bank Mutual Holding Company Adjourns Special Meeting of Members in Order to Continue to Solicit Additional Member Votes
BRONX, New York, Dec. 28, 2021 (GLOBE NEWSWIRE) -- PDL Community Bancorp (“PDL”) (NASDAQ: PDLB), the holding company for Ponce Bank (the “Bank”), Mortgage
About this update from Ponce Financial Group, Inc.
[{"type":"text","content":"BRONX, New York, Dec. 28, 2021 (GLOBE NEWSWIRE) -- PDL Community Bancorp (“PDL”) (NASDAQ: PDLB), the holding company for Ponce Bank (the “Bank”), Mortgage World Bankers, Inc. (“Mortgage World”) and Ponce Financial Group, Inc. (“Ponce Financial Group”), announced today (i) the results of the subscription offering, as detailed below, and (ii) that at the special meeting of stockholders held on December 28, 2021, the stockholders of PDL approved (a) the plan of conversion and reorganization, pursuant to which Ponce Financial Group will be the new stock holding company for the Bank and Mortgage World upon completion of the proposed second-step conversion and reorganization of Ponce Bank Mutual Holding Company (“PBMHC”) and (b) the funding of the Ponce De Leon Foundation (the “Foundation”). The closing date for the conversion and reorganization, funding of the Foundation and concurrent subscription offering, has not yet been determined and is subject to the satisfaction of customary closing conditions, including the approval of the members of PBMHC. A total of 13,242,195 shares of Ponce Financial Group common stock are expected to be sold in the subscription offering at a price $10.00 per share. In addition, as part of the conversion, each outstanding share of PDL common stock owned by public shareholders (i.e., shareholders other than PBMHC) as of the closing date will be converted into the right to receive 1.38733 shares of Ponce Financial Group common stock in exchange for each share of PDL common stock. This exchange ratio ensures that, upon the closing of the conversion and offering, the public shareholders will hold approximately the same aggregate percentage ownership interest in Ponce Financial Group as they held in the PDL before the closing of the transaction. Cash will be issued in lieu of fractional shares based on the offering price of $10.00 per share. Ponce Financial Group will also contribute 397,266 shares to the Foundation. Upon closing, Ponce Financial Group’s total outstanding shares are expected to be 24,572,441 shares, before taking into account adjustments for fractional shares. Janney Montgomery Scott LLC was Ponce Financial Group’s selling agent in the subscription offering. Separately, PBMHC convened its special meeting of members on December 28, 2021, at which a quorum was present. In a desire to allow addi...