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Published on 12/16/2008 in the Prospect News Special Situations Daily.

Summit Financial, Greater Atlantic Financial terminate agreement

By Lisa Kerner

Charlotte, N.C., Dec. 16 - Summit Financial Group, Inc. and Greater Atlantic Financial Corp. mutually agreed to terminate their June 9, 2008 agreement and plan of reorganization, the companies announced on Tuesday.

One or more of the closing conditions could not be met prior to Dec. 31, the date on which either party could exercise their termination rights, a Summit news release said.

Under the agreement, neither company has any liability or further obligation to the other.

In April 2008, Summit terminated an amended agreement and plan of reorganization that would have given Greater Atlantic shareholders $4.20 in Summit shares plus $1.80 in cash per Greater Atlantic share.

The companies entered into a new agreement in June 2008 that would have given Greater Atlantic shareholders a number of shares of Summit common stock equal to $4.00 divided by the average closing price of Summit's common stock for the 20 trading days prior to the merger's close, it was previously reported.

Greater Atlantic shareholders approved the deal in November, a prior news release said.

Summit, a Moorefield, W.Va. financial holding company, said it would take a pre-tax charge to its fourth-quarter 2008 earnings of about $1.4 million, or $0.12 per diluted share, as a result of the termination but still expects fourth-quarter 2008 earnings to be $0.45 to $0.48 per diluted share.

Greater Atlantic, located in Reston, Va., is the holding company for Greater Atlantic Bank.


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