Cadence Bancorporation Receives Regulatory Approval for Merger with State Bank Financial Corp. & Share Repurchase Program
December 07 2018 - 5:37PM
Business Wire
Cadence Bancorporation (NYSE: CADE) (“Cadence”) today announced
that it has received regulatory approval from the Federal Reserve
to complete its pending stock-for-stock transaction with State Bank
Financial Corporation (“State Bank”), which will create a combined
organization with $17 billion in assets, $13 billion in loans, $14
billion in deposits and approximately 98 branches serving Texas,
Georgia, Florida, Alabama, Tennessee and Mississippi, based on the
companies’ balance sheets as of September 30, 2018. Cadence has now
received all regulatory approvals required to consummate the
proposed transaction.
“We are very pleased to announce that we have completed the last
approval necessary to close the State Bank merger, and we plan to
close the transaction on December 31,” said Paul B. Murphy, Jr.,
Chairman and CEO of Cadence Bancorporation. “It is with great
enthusiasm that I welcome the State Bank bankers to the Cadence
team. I am confident that our combination will be a major
success.”
In addition, the Federal Reserve approved Cadence’s previously
announced share repurchase program under which Cadence may
repurchase up to $50 million of its shares of common stock.
The merger is expected to be completed on December 31, 2018,
subject to the satisfaction of customary closing conditions.
About Cadence Bancorporation
Cadence Bancorporation (NYSE:CADE), headquartered in Houston,
Texas, is a regional bank holding company with $11.8 billion in
assets. Through its affiliates, Cadence operates 66 locations in
Alabama, Florida, Mississippi, Tennessee and Texas, and provides
corporations, middle-market companies, small businesses and
consumers with a full range of innovative banking and financial
solutions. Services and products include commercial and business
banking, treasury management, specialized lending, commercial real
estate, foreign exchange, wealth management, investment and trust
services, financial planning, retirement plan management, personal
insurance, consumer banking, consumer loans, mortgages, home equity
lines and loans, and credit cards. Clients have access to
leading-edge online and mobile solutions, interactive teller
machines, and 56,000 ATMs. The Cadence team of 1,200 associates is
committed to exceeding customer expectations and helping their
clients succeed financially. Cadence Bank, N.A. and Linscomb &
Williams are subsidiaries of Cadence Bancorporation.
Cautionary Statement Regarding Forward-Looking
Information
This communication contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. These forward-looking statements reflect our current views
with respect to, among other things, future events and our results
of operations, financial condition and financial performance. These
statements are often, but not always, made through the use of words
or phrases such as “may,” “should,” “could,” “predict,”
“potential,” “believe,” “will likely result,” “expect,” “continue,”
“will,” “anticipate,” “seek,” “estimate,” “intend,” “plan,”
“projection,” “would” and “outlook,” or the negative version of
those words or other comparable words of a future or
forward-looking nature. These forward-looking statements are not
historical facts, and are based on current expectations, estimates
and projections about our industry, management’s beliefs and
certain assumptions made by management, many of which, by their
nature, are inherently uncertain and beyond our control.
Accordingly, we caution you that any such forward-looking
statements are not guarantees of future performance and are subject
to risks, assumptions and uncertainties that are difficult to
predict. Although we believe that the expectations reflected in
these forward-looking statements are reasonable as of the date
made, actual results may prove to be materially different from the
results expressed or implied by the forward-looking statements.
Such factors include, without limitation, the “Risk Factors”
referenced in our Registration Statement on Form S-3 filed with the
Securities and Exchange Commission (the “SEC”) on May 21, 2018, and
our Registration Statement on Form S-4 filed with the SEC on July
20, 2018, other risks and uncertainties listed from time to time in
our reports and documents filed with the SEC, including our Annual
Reports on Form 10-K and Quarterly Reports on Form 10-Q, and the
following factors: the occurrence of any event, change or other
circumstances that could give rise to the right of Cadence or State
Bank to terminate the definitive merger agreement between Cadence
and State Bank, including the fact that the price of Cadence common
stock is currently below the thresholds that, if Cadence common
stock were to trade at or below those thresholds for the 20 full
trading days prior December 22, 2018, the board of directors of
State Bank would be entitled to terminate the merger agreement, and
there is no assurance that Cadence’s stock price will not continue
to be below such thresholds; the possibility that the anticipated
benefits of the merger with State Bank are not realized when
expected or at all, including as a result of the impact of, or
problems arising from, the integration of the two companies or as a
result of the strength of the economy and competitive factors in
the areas where Cadence and State Bank do business; the possibility
that the transaction may be more expensive to complete than
anticipated, including as a result of unexpected factors or events;
diversion of management’s attention from ongoing business
operations and opportunities; potential adverse reactions or
changes to business or employee relationships, including those
resulting from the announcement or completion of the transaction.
Cadence can give no assurance that any goal or plan or expectation
set forth in forward-looking statements can be achieved and readers
are cautioned not to place undue reliance on such statements. The
forward-looking statements are made as of the date of this
communication, and Cadence does not intend, and assumes no
obligation, to update any forward-looking statement to reflect
events or circumstances after the date on which the statement is
made or to reflect the occurrence of unanticipated events or
circumstances, except as required by applicable law.
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version on businesswire.com: https://www.businesswire.com/news/home/20181207005569/en/
Media contact:Danielle
Kernell713-871-4051danielle.kernell@cadencebank.com
Investor relations contact:Valerie Toalson713-871-4103 or
800-698-7878vtoalson@cadencebancorporation.com
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