Business First Bancshares, Inc. (Business First) (Nasdaq: BFST),
the holding company for b1BANK, announced it has received all
required regulatory approvals and non-objections to complete its
merger with Oakwood Bancshares, Inc. (Oakwood), the holding company
for Oakwood Bank, a Texas banking association. On August 27, 2024,
Oakwood’s shareholders voted to approve the merger.
“We appreciate our regulatory partners’ efficient review of the
proposed transaction as well as the strong affirmation expressed by
the Oakwood shareholder base,” said Jude Melville, chairman,
president and CEO of Business First and b1BANK. “We are even more
excited about the long-term potential of this relationship than
when we first announced it and look forward to together growing
b1’s impact across the Dallas-Fort Worth market.”
Upon completion, it is expected that b1BANK’s assets will
increase to approximately $7.6 billion, with over $5.9 billion in
consolidated total loans. This will also add four full-service
banking centers to b1BANK’s footprint in the Dallas-Fort Worth
metropolitan area, as well as one branch in each of Snyder and
Oakwood, Texas. Roy J. Salley, chairman and chief executive officer
of Oakwood Bank, will join b1BANK as regional chairman, Dallas, and
William G. Hall, chairman of Oakwood Bancshares, Inc., will be
appointed to the boards of directors of Business First and
b1BANK.
The merger is expected to be completed on October 1, 2024, and
remains subject to the satisfaction of customary closing
conditions.
Raymond James & Associates, Inc., functioned as financial
advisor to Business First, and Hunton Andrews Kurth LLP served as
legal counsel to Business First. Stephens Inc. served as financial
advisor to Oakwood, and Norton Rose Fulbright US, LLP served as
legal counsel to Oakwood.
About Business First Bancshares,
Inc.
As of June 30, 2024, Business First Bancshares, Inc. (Nasdaq:
BFST), through its banking subsidiary b1BANK, had $6.7 billion in
assets, $6.1 billion in assets under management through b1BANK’s
affiliate Smith Shellnut Wilson, LLC (SSW) (excludes $0.9 billion
of b1BANK assets managed by SSW) and operates Banking Centers and
Loan Production Offices in markets across Louisiana and the Dallas
and Houston, Texas areas, providing commercial and personal banking
products and services. Commercial banking services include
commercial loans and letters of credit, working capital lines and
equipment financing, and treasury management services. b1BANK was
awarded #1 Best-In-State Bank, Louisiana, by Forbes and Statista,
and is a multiyear winner of American Banker’s “Best Banks to Work
For.” Visit b1BANK.com for more information.
Special Note Regarding Forward-Looking
Statements This document contains
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995 that are subject to risks
and uncertainties and are made pursuant to the safe harbor
provisions of Section 27A of the Securities Act. These
forward-looking statements reflect the current views of BFST with
respect to future events and BFST’s financial performance. Any
statements about BFST’s expectations, beliefs, plans, predictions,
forecasts, objectives, assumptions or future events or performance
are not historical facts and may be forward-looking. These
statements are often, but not always, made through the use of words
or phrases such as “anticipate,” “believes,” “can,” “could,” “may,”
“predicts,” “potential,” “should,” “will,” “estimate,” “plans,”
“projects,” “continuing,” “ongoing,” “expects,” “intends” and
similar words or phrases. BFST cautions that the forward-looking
statements in this document are largely based on BFST’s current
expectations, estimates, projections, goals and forecasts and
management assumptions about the future performance of each of
BFST, Oakwood and the combined company, as well as the businesses
and markets in which they do and are expected to operate. These
forward-looking statements are not guarantees of future performance
and involve a number of known and unknown risks, uncertainties and
assumptions that are difficult to assess and are subject to change
based on factors which are, in many instances, beyond BFST’s
control. The following factors, among others, could cause actual
results to differ materially from the anticipated results or other
expectations expressed in the forward-looking statements: (1) the
expected impact of the proposed transaction between BFST and
Oakwood on the combined entities’ operations, financial condition,
and financial results; (2) the businesses of BFST and Oakwood may
not be combined successfully, or such combination may take longer
to accomplish than expected; (3) the cost savings from the proposed
transaction may not be fully realized or may take longer to realize
than expected; (4) operating costs, customer loss and business
disruption following the proposed transaction, including adverse
effects on relationships with employees, may be greater than
expected; (5) the failure to satisfy the conditions to completion
of the proposed transaction; (6) the failure of the proposed
transaction to close for any other reason; (7) the impact on BFST
and Oakwood, and their respective customers, of a decline in
general economic conditions that would adversely affect credit
quality and loan originations, and any regulatory responses
thereto; (8) potential recession in the United States and BFST’s
and Oakwood’s market areas; (9) the impacts related to or resulting
from bank failures and any continuation of the uncertainty in the
banking industry, including the associated impact to BFST, Oakwood
and other financial institutions of any regulatory changes or other
mitigation efforts taken by government agencies in response
thereto; (10) the impact of changes in market interest rates,
whether due to continued elevated interest rates resulting in
further compression of net interest margin or potential reductions
in interest rates resulting in declines in net interest income;
(11) the persistence of the current inflationary pressures, or the
resurgence of elevated levels of inflation, in the United States
and the BFST and Oakwood market areas; (12) the uncertain impacts
of ongoing quantitative tightening and current and future monetary
policies of the Board of Governors of the Federal Reserve System;
(13) uncertainty regarding United States fiscal debt and budget
matters; (14) cyber incidents or other failures, disruptions or
breaches of our operational or security systems or infrastructure,
or those of our third-party vendors or other service providers,
including as a result of cyber-attacks; (15) competition from other
financial services companies in BFST’s and Oakwood’s markets; or
(16) current or future litigation, regulatory examinations or other
legal and/or regulatory actions. Additional information regarding
these risks and uncertainties to which BFST’s business and future
financial performance are subject is contained in BFST’s most
recent Annual Report on Form 10-K on file with the SEC, including
the sections entitled “Risk Factors” and “Management’s Discussion
and Analysis of Financial Condition and Results of Operations” of
such documents, and other documents BFST files or furnishes with
the SEC from time to time, which are available on the SEC’s
website, www.sec.gov. Actual results, performance or achievements
could differ materially from those contemplated, expressed, or
implied by the forward-looking statements due to additional risks
and uncertainties of which BFST is not currently aware or which it
does not currently view as, but in the future may become, material
to its business or operating results. Due to these and other
possible uncertainties and risks, BFST can give no assurance that
the results contemplated in the forward-looking statements will be
realized and readers are cautioned not to place undue reliance on
the forward-looking statements contained in this document. Any
forward-looking statements presented herein are made only as of the
date of this document, and BFST does not undertake any obligation
to update or revise any forward-looking statements to reflect
changes in assumptions, new information, the occurrence of
unanticipated events, or otherwise, except as required by
applicable law. All forward-looking statements, express or implied,
included in the document are qualified in their entirety by this
cautionary statement.
Additional Information For additional
information on Business First, you may obtain Business First’s
reports that are filed with the Securities and Exchange Commission
(SEC) free of charge by using the SEC’s EDGAR service on the SEC’s
website at www.sec.gov or by contacting the SEC for further
information at 1-800-SEC-0330. Alternatively, these documents can
be obtained free of charge from Business First by directing a
request to: Business First Bancshares, Inc., 500 Laurel Street,
Suite 100, Baton Rouge, Louisiana 70801, Attention: Corporate
Secretary.
Misty
Albrechtb1BANK225.286.7879Misty.Albrecht@b1BANK.com
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