HomeTrust Bancshares, Inc. and Bank of Commerce Announce Shareholder and Regulatory Approval of Share Exchange and Merger
June 30 2014 - 4:10PM
HomeTrust Bancshares, Inc. ("HomeTrust") (Nasdaq:HTBI), the parent
company of HomeTrust Bank (the "Bank"), and Bank of Commerce
(BONC.OB) jointly announced today that Bank of Commerce's
shareholders have overwhelmingly approved the previously announced
share exchange. In addition, all regulatory approvals required for
the share exchange and the subsequent merger of Bank of Commerce
with and into the Bank have been received. Under the terms of the
definitive agreement, Bank of Commerce shareholders will receive
$6.25 per share in cash consideration, representing approximately
$10.1 million of aggregate deal consideration. In addition, all
$3.2 million of Bank of Commerce's preferred stock will be
redeemed. The share exchange, redemption of the preferred stock and
merger are each expected to close on July 31, 2014, subject to the
satisfaction of customary closing conditions. Upon the completion
of the merger, HomeTrust will have approximately $2.2 billion in
assets.
About HomeTrust Bancshares, Inc.
HomeTrust Bancshares, Inc. is the holding company for HomeTrust
Bank, including its banking divisions – HomeTrust Bank, Tryon
Federal Bank, Shelby Savings Bank, Home Savings Bank, Industrial
Federal Bank, Cherryville Federal Bank and Rutherford County Bank.
HomeTrust currently has assets of $2.1 billion. The Bank, founded
in 1926, is a community-focused financial institution committed to
providing value added community banking through its 34 offices in
North Carolina (including the Asheville metropolitan area and the
"Piedmont" region), South Carolina (Greenville), and East Tennessee
(including Kingsport/Johnson City, Knoxville, and Morristown). The
Bank is the 8th largest community bank headquartered in North
Carolina.
On May 31, 2014, HomeTrust completed its acquisition of
Jefferson Bancshares, Inc. (Nasdaq:JFBI) based in Morristown, TN.
This acquisition added approximately $494 million in assets, $342
million in loans, and $377 million in deposits along with twelve
branch office locations across East Tennessee.
On June 10, 2014, HomeTrust announced that the Bank entered into
an agreement to purchase the branch banking operations of ten
locations in Virginia and North Carolina from Bank of America
Corporation. Six of the branches are located in Roanoke Valley, two
in Danville, one in Martinsville, Virginia, and one in Eden, North
Carolina. The acquisition will add approximately $504 million of
deposits. In addition to the branches, the Bank will acquire a
small amount of loans as part of the transaction. The Bank expects
the purchase to close in the fourth calendar quarter of this year,
following approval by regulators and satisfaction of customary
closing conditions.
About Bank of Commerce
Bank of Commerce is a North Carolina chartered banking
institution headquartered in Charlotte, NC. Since inception in
2006, Bank of Commerce has served the needs of independently owned
businesses in the Charlotte, N.C. area from its midtown Charlotte
office located at 100 Queens Road. More information about Bank of
Commerce can be found at its website: www.bankofcommercenc.com.
Forward-Looking Statements
This press release includes "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of
1995. Such statements often include words such as "believe,"
"expect," "anticipate," "estimate," and "intend" or future or
conditional verbs such as "will," "would," "should," "could," or
"may." Forward-looking statements are not historical facts but
instead represent management's current expectations and forecasts
regarding future events many of which are inherently uncertain and
outside of our control. Actual results may differ, possibly
materially from those currently expected or projected in these
forward-looking statements. Factors that could cause our actual
results to differ materially from those described in the
forward-looking statements, include expected cost savings,
synergies and other financial benefits from the acquisition of
Jefferson Bancshares, Inc. and the pending acquisitions of Bank of
Commerce and the 10 branch banking operations of Bank
of America ("acquisitions") might not be realized within the
expected time frames or at all, and costs or difficulties relating
to integration matters might be greater than expected; increased
competitive pressures; changes in the interest rate environment;
changes in general economic conditions and conditions within the
securities markets; legislative and regulatory changes; and other
factors described in HomeTrust's latest annual Report on Form 10-K
and Quarterly Reports on Form 10-Q and other filings with the
Securities and Exchange Commission-which are available on our
website at www.hometrustbanking.com and on the SEC's website at
www.sec.gov. Any of the forward-looking statements that we make in
this presentation or our SEC filings are based upon management's
beliefs and assumptions at the time they are made and may turn out
to be wrong because of inaccurate assumptions we might make,
because of the factors illustrated above or because of other
factors that we cannot foresee. We do not undertake and
specifically disclaim any obligation to revise any forward-looking
statements to reflect the occurrence of anticipated or
unanticipated events or circumstances after the date of such
statements. These risks could cause our actual results for fiscal
2014 and beyond to differ materially from those expressed in any
forward-looking statements by, or on behalf of, us and could
negatively affect our operating and stock performance.
CONTACT: Contact for HomeTrust Bancshares, Inc.:
Dana L. Stonestreet
President and Chief Executive Officer
(828) 259-3939
Contact for Bank of Commerce:
Wesley W. Sturges
President and Chief Executive Officer
(704) 971-7000
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