Southern Missouri Bancorp, Inc. Announces Completion of Merger With Southern Missouri Bancshares, Inc.
February 23 2018 - 4:58PM
Southern Missouri Bancorp, Inc. (NASDAQ: SMBC, “SMBC”), of
Poplar Bluff, Missouri, the parent corporation of Southern Bank
announced that its merger with Southern Missouri Bancshares, Inc.
(“Bancshares”), Marshfield, Missouri, and its subsidiary, Southern
Missouri Bank of Marshfield, was completed today.
SMBC is the holding company for Southern Bank, headquartered in
Poplar Bluff, Missouri, operating 40 facilities in southern
Missouri, southern Illinois and northern Arkansas. Southern
Missouri Bank of Marshfield operates its main office and a drive
thru location in Marshfield, Missouri. Greg Steffens, President and
Chief Executive Officer of Southern Missouri, commented, “We are
happy to add Marshfield to the communities we serve in southwest
Missouri. We have been familiar with the market and serving
customers in the area for some time, and we have key personnel who
are very familiar with this part of the Springfield, Missouri,
Metropolitan Statistical Area (MSA), and we believe this
acquisition will be very helpful to our continued solid growth in
that market.”
Kent Hyde, Chairman of the Board of Southern Missouri Bank of
Marshfield, added, “We are excited about the opportunities our
partnership with Southern Bank creates, especially for our
customers and community. While it brings some emotion for us, as we
started this bank literally from the ground up, have had great
employees, and have been served by an excellent board of directors,
we know Southern Bank will carry our values forward.”
As a result of the merger, each share of Bancshares held
immediately prior to closing is being exchanged for $98.05, plus
9.2498 shares of SMBC common stock.
At December 31, 2017, Bancshares reported total consolidated
assets of $86.7 million, loans, net, of $68.4 million, and deposits
of $70.1 million. On a pro forma basis, the combined entity will
hold assets of approximately $1.9 billion, including loans, net, of
$1.5 billion, and deposits of $1.6 billion. The transaction is
expected to be nominally accretive to earnings per share beginning
in calendar year 2019. Tangible book value per common share is
expected to be diluted by a nominal amount at closing, with a
projected earnback period approximately one year, based on the
crossover method.
Lowther Johnson Attorneys at Law LLC served as legal advisor to
Southern Bancshares, while Silver, Freedman, Taff & Tiernan LLP
served as legal advisor to Southern Missouri.
Forward-Looking Information:
Except for the historical information contained herein, the
matters discussed in this press release may be deemed to be
forward-looking statements that are subject to known and unknown
risks, uncertainties, and other factors that could cause the actual
results to differ materially from the forward-looking statements,
expected cost savings, synergies and other benefits from Southern
Missouri’s merger and acquisition activities, including this
acquisition might not be realized within the anticipated time
frames or at all, and costs or difficulties relating to integration
matters, including but not limited to customer and employee
retention, might be greater than expected; the strength of the
United States economy in general and the strength of the local
economies in which we conduct operations; fluctuations in interest
rates and in real estate values; monetary and fiscal policies of
the Board of Governors of the Federal Reserve System and the U.S.
Government and other governmental initiatives affecting the
financial services industry; the risks of lending and investing
activities, including changes in the level and direction of loan
delinquencies and write-offs and changes in estimates of the
adequacy of the allowance for loan losses; our ability to access
cost-effective funding; the timely development of and acceptance of
our new products and services and the perceived overall value of
these products and services by users, including the features,
pricing and quality compared to competitors' products and services;
fluctuations in real estate values and both residential and
commercial real estate market conditions; demand for loans and
deposits in our market area; legislative or regulatory changes that
adversely affect our business; results of examinations of us by our
regulators, including the possibility that our regulators may,
among other things, require us to increase our reserve for loan
losses or to write-down assets; the impact of technological
changes; and our success at managing the risks involved in the
foregoing. Any forward-looking statements are based upon
management’s beliefs and assumptions at the time they are made. We
undertake no obligation to publicly update or revise any
forward-looking statements or to update the reasons why actual
results could differ from those contained in such statements,
whether as a result of new information, future events or otherwise.
In light of these risks, uncertainties and assumptions, the
forward-looking statements discussed might not occur, and you
should not put undue reliance on any forward-looking
statements.
No Offer or Solicitation:
This press release is being provided for informational purposes
only and does not constitute (i) an offer to purchase, nor a
solicitation of an offer to sell, subscribe for or buy any
securities, (ii) an offer to exchange any securities or (iii) the
solicitation of any vote for approval of any transaction. There
shall not be any offer, solicitation, sale or exchange of any
securities in any state or other jurisdiction in which such offer,
solicitation, sale, or exchange is not permitted.
Matt Funke
573-778-1800
Southern Missouri Bancorp (NASDAQ:SMBC)
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