PFSL definition
Examples of PFSL in a sentence
In order to induce IBKC to enter into the Merger Agreement, the undersigned is entering into this Agreement with IBKC to set forth certain terms and conditions governing the actions to be taken by the undersigned solely in the undersigned’s capacity as a stockholder of PFSL with respect to the Shares until consummation of the Merger.
The Merger Agreement and the Merger are subject to the affirmative vote of PFSL stockholders, the receipt of certain regulatory approvals, and the satisfaction of other conditions.
The undersigned is an executive officer and/or a member of the Board of Directors of PFSL and First Community Bank, PFSL’s wholly owned subsidiary (“FCB”), and is the owner of shares of PFSL common stock and has rights by option or otherwise to acquire an additional shares of PFSL common stock (collectively, the “Shares”).
The Merger Agreement generally provides for the merger of PFSL into IBKC (the “Merger”), and the conversion of the issued and outstanding shares of the common stock of PFSL into shares of common stock of IBKC, with cash paid in lieu of fractional shares.
After the Effective Date, each holder of PFSL Common Stock, upon surrender of such holder’s Certificates in accordance herewith, will be entitled to receive the shares of IBKC Common Stock and cash for fractional shares into which such holder’s shares have been converted, less any applicable tax withholding.
PFSL has delivered, or will deliver, to IBKC Support Agreements executed by.
PFSL and IBKC shall promptly notify the other party if at any time it becomes aware that the Registration Statement contains any untrue statement of a material fact or omits to state a material fact required to be stated therein or necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading.
All of the IBKC Common Stock to be issued in exchange for PFSL Common Stock upon consummation of the Merger, when issued in accordance with the terms of this Agreement and the Merger Agreement, will be duly and validly authorized and fully paid and non-assessable.
PFSL and FCB shall cooperate with IBKC and IBERIABANK in connection with planning for the efficient and orderly combination of the parties and the operation of FCB after the Merger, and in preparing for the consolidation of appropriate operating functions to be effective on the Effective Date.
As to matters involving the application of Arkansas law, and to the extent reasonably satisfactory in form and scope to counsel for IBKC, counsel for PFSL may rely on the opinion of other counsel, provided that a copy of such opinion is delivered to IBKC and its counsel.