March 5, 2019 – BancorpSouth Bank (NYSE: BXS) announced today the signing of a definitive merger agreement with Summit Financial Enterprises, Inc., the parent company of Summit Bank, National Association (collectively referred to as “Summit”), pursuant to which Summit will be merged with and into BancorpSouth Bank.
The deal will substantially expand BancorpSouth’s presence in Florida, where it currently has one full-service banking office in Miramar Beach, Florida, and one mortgage loan production office in Crestview, Florida. Summit offers a comprehensive range of personal and business accounts, lending solutions, wealth management and investment services through its four offices located in Panama City, Panama City Beach, Fort Walton Beach and Pensacola, Florida.
As of December 31, 2018 (unaudited), Summit, on a consolidated basis, reported total assets of $472 million, total loans of $297 million and total deposits of $402 million.
Under the terms of the merger agreement, BancorpSouth Bank will issue 2.5 million shares of BancorpSouth Bank common stock, plus $20 million in cash, for all outstanding shares of Summit Financial Enterprises, Inc. capital stock, subject to certain conditions and potential adjustments. The terms of the agreement provide for a collar with respect to the total deal value ranging from $95.0 million to $107.5 million. If necessary, the share count may be adjusted downward or the cash consideration may be adjusted upward to accommodate the respective boundaries of the collar.
“We are excited to announce this agreement with Summit,” stated Dan Rollins, Chairman and Chief Executive Officer of BancorpSouth Bank. “The opportunity to expand our presence in these strong and growing markets is exciting. We’re looking forward to serving more people along Florida’s Emerald Coast.”
Andy Stein, President and Chief Executive Officer of Summit, said “BancorpSouth was instrumental in helping us reopen our main office after it was hit by Hurricane Michael last year. The bank has already proven to be a great partner for us, and we’re confident that the combination of our two banks will bring opportunities and benefits to our customers, communities and employees.”
Upon completion of the transaction, Stein will serve as BancorpSouth’s Florida Chairman.
The merger has been unanimously approved by the boards of directors of both companies. The closing of the transaction is subject to certain conditions, including the approval by Summit’s shareholders and the receipt of customary regulatory approvals. The transaction is anticipated to close during the second half of 2019, pending regulatory approval and satisfaction of the other customary closing conditions.
Summit was advised in this transaction by Raymond James & Associates, Inc. as financial advisor and Silver, Freedman, Taff & Tiernan LLP as legal counsel. Alston & Bird LLP and Waller Lansden Dortch & Davis served as legal counsel to BancorpSouth Bank.
In addition to the information contained within this News Release, an Investor Presentation has been posted on BancorpSouth Bank’s Investor Relations page on its website (www.bancorpsouth.investorroom.com) and has been furnished as an exhibit to a Form 8-K filed with the Federal Deposit Insurance Corporation (“FDIC”). The presentation contains additional information regarding the merger with Summit.