Heritage Financial Group, Inc. Completes Acquisition of Alarion Financial Services, Inc.
October 01 2014 - 6:00AM
Business Wire
Heritage Financial Group, Inc. ("Heritage" or the "Company,"
NASDAQ: HBOS), the holding company for HeritageBank of the
South ("HeritageBank"), announced that it completed its previously
announced acquisition of Alarion Financial Services, Inc.
("Alarion") on September 30, 2014. Alarion was the holding company
for Alarion Bank, which operated six branches in Ocala, Gainesville
and Alachua (suburban Gainesville).
The Company's stockholders voted overwhelmingly at a special
meeting on Monday to approve the transaction, valued at
approximately $23.6 million. The acquisition was previously
approved by Alarion's shareholders and the Company's banking
regulators.
Commenting on the announcement, Leonard Dorminey, President and
Chief Executive Officer of Heritage Financial Group, said, "We are
pleased to complete this important step in the ongoing growth of
our company. By tripling the number of branches we have in North
Central Florida, this transaction expands our presence in the Ocala
market and provides us with an initial entry into the Gainesville
area. In addition, Alarion's strong mortgage banking operations
will further support our strategic goal of expanding those services
across our markets. We look forward to capitalizing on these
opportunities and continuing to expand our business in North
Central Florida."
The Company will issue approximately 1,337,000 shares of common
stock in connection with the merger, including approximately
1,159,000 shares of common stock in exchange for 100% of the
outstanding Alarion common stock. As a result of the merger, the
Company assumed $6.84 million of Alarion's preferred stock.
Immediately following the merger, the Company redeemed all of the
preferred stock in exchange for $4.5 million in cash and
approximately 178,000 shares of the Company's common stock. The
transaction is expected to be immediately accretive to Heritage's
fully diluted earnings per share, excluding deal costs.
Heritage Financial Group, Inc. is the holding company for
HeritageBank of the South, a community-oriented bank serving
Georgia, Florida and Alabama through 36 banking locations, 20
mortgage offices, and 5 investment offices. With the completion of
the Alarion transaction, Heritage has approximately $1.8 billion in
assets, $1.0 billion in loans, and $1.5 billion in deposits. For
more information about the Company, visit HeritageBank of the South
on the Web at www.eheritagebank.com under the "Investors" tab.
Except for historical information contained herein, the matters
included in this news release and other information in the
Company's filings with the Securities and Exchange Commission may
contain certain "forward-looking statements," within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. These
statements can be identified by the fact that they do not relate
strictly to historical or current facts and often use words or
phrases "opportunities," "prospects," "will likely result," "are
expected to," "will continue," "is anticipated," "estimate,"
"project," "intends" or similar expressions. The forward-looking
statements made herein represent the current expectations, plans or
forecasts of the Company's future results and revenues. The Company
intends such forward-looking statements to be covered by the safe
harbor provisions for forward-looking statements contained in the
Private Securities Reform Act of 1995 and includes this statement
for purposes of these safe harbor provisions. These statements are
not guarantees of future results or performance and involve certain
risks, uncertainties and assumptions that are difficult to predict
and are often beyond the Company's control. Actual outcomes and
results may differ materially from those expressed in, or implied
by, any of these forward-looking statements. Investors should not
place undue reliance on any forward-looking statement and should
consider the uncertainties and risks, discussed under Item 1A.
"Risk Factors" of the Company's 2013 Annual Report on Form 10-K and
in any of the Company's subsequent SEC filings. Further information
concerning the Company and its business, including additional
factors that could materially affect the Company's financial
results, is included in its other filings with the SEC.
Heritage Financial Group, Inc.T. Heath Fountain,
229-878-2055Executive Vice President andChief Financial Officer
Heritage Financial (NASDAQ:HBOS)
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