Susquehanna/Tower merge approved by shareholders

In separate votes on Nov. 16, shareholders of Susquehanna Bancshares, Inc. and Tower Bancorp, Inc. approved the merger agreement under which Susquehanna will acquire all outstanding shares of common stock of Tower in a merger transaction.

The acquisition is expected to be completed on February 17, 2012, pending certain customary conditions, including the receipt of regulatory approvals.

“Our shareholders recognize the strategic significance of combining Susquehanna and Tower. Together, we will provide a broad array of consumer banking services, greater lending capacity to help local economies grow, shared strength of experience in small business lending, and expanded wealth management capabilities,” said William J. Reuter, Susquehanna’s Chairman and Chief Executive Officer. “The result will be a company that puts these diverse resources to work to help customers achieve their financial goals, to enhance local communities, and to generate greater profitability and returns for shareholders.”

“We look forward to joining the Susquehanna team,” said Andrew Samuel, Chairman and Chief Executive Officer of Tower. “With this merger, we will build on our heritage in community banking while providing even greater strength, size and stability for our customers, employees, shareholders and the communities we serve.”

Under the terms of the merger agreement, Tower shareholders will have the option of receiving either 3.4696 shares of Susquehanna common stock or $28 in cash for each share of Tower common stock, subject to proration so that $88 million of the merger consideration is paid in cash.

The combined company will have approximately $17.8 billion in assets and nearly 260 locations in Pennsylvania, Maryland, New Jersey and West Virginia.