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8-K - CANANDAIGUA NATIONAL CORPORATION 8-K 7/15/2011 - CANANDAIGUA NATIONAL CORP | cnc_stocksplit.htm |
[CNB LOGO]
FOR IMMEDIATE RELEASE
Contact:
Stephen R. Martin
Lindsay Morrow-Lilly
Sr. Vice President
Public Relations Specialist
585-394-4260 ext. 36068
585-394-4260 ext. 36148
585-733-4573 (cell)
585-750-4809 (cell)
smartin@cnbank.com
lmorrow@cnbank.com
CANANDAIGUA NATIONAL CORPORATION TO HOLD SPECIAL MEETING OF SHAREHOLDERS TO APPROVE A 4-FOR-1 STOCK SPLIT.
Canandaigua, NY, July 15, 2011: Canandaigua National Corporation (the Corporation) today announced that it will hold a special meeting of shareholders on September 14, 2011, or such other date as may be determined by the Corporations authorized officers, to seek the approval of the Corporations shareholders of (a) a 4-for-1 forward stock split of the Corporations common stock (the Stock Split) and (b) a corresponding amendment to the Corporations Certificate of Incorporation that would reflect the split by increasing the Corporations total number of authorized shares to 20,000,000 shares, increasing the authorized number of shares of common stock to 16,000,000 shares, and implementing the Stock Split (the Charter Amendment).
At a regular meeting of the Corporations Board of Directors (the Board) on Wednesday, July 13, 2011, the Board authorized and approved, subject to shareholder approval, the Stock Split and the Charter Amendment. The Board believes that the proposed 4-for-1 split in the Corporations common stock would result in a market price for the stock that should be more attractive to a broader spectrum of investors and, therefore, should benefit both the Corporation and its shareholders.
The Board set August 1, 2011, or such other date as may be determined by the Corporations authorized officers, as the record date for the determination of shareholders entitled to notice of, and to vote at, the special meeting.
As of July 14, 2011, there were approximately 472,150 common shares issued and outstanding. If the Stock Split and Charter Amendment are approved by the Corporations shareholders, approximately 1,416,450 additional shares would be issued to existing shareholders of record as of the effective date of the split. As a result of the Stock Split, the par value of each share of common stock will be adjusted proportionately.
The split will become effective on the date on which the Charter Amendment is accepted for filing by the New York State Secretary of State. That date is presently expected to be September 14, 2011. Shareholders of record at the close of business on that date will be entitled to receive three additional shares of common stock for each share then held.
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Founded in 1887, Canandaigua National Bank and Trust is the Rochester regions ONLY local, full-service, community-owned financial institution, with 24 branches in Ontario and Monroe Counties.
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This press release contains certain forward-looking statements intended to qualify for the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to certain risks discussed within the Companys most recent Annual Report on Form 10-K. These forward-looking statements are based on currently available financial, economic, and competitive data and managements views and assumptions regarding future events. These forward-looking statements are inherently uncertain, so should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated, expected, projected, targeted, or budgeted. We caution readers not to place undue reliance on any of these forward-looking statements.