Item 8.01 Other Events.
On January 24, 2013, BancTrust Financial Group, Inc., an Alabama
corporation (“BancTrust”) issued a press release announcing that all
required regulatory approvals have been received in connection with the
proposed merger of BancTrust into Trustmark Corporation. Subject to
customary closing conditions contained in the merger agreement, the
transaction is expected to be effective as of the close of business on
Friday, February 15, 2013. A copy of the press release is attached as
Exhibit 99.1 hereto and is incorporated herein by reference.
Forward-Looking Statements
Certain statements contained in this document constitute forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. You can identify forward-looking statements by words
such as “may,” “hope,” “will,” “should,” “expect,” “plan,” “anticipate,”
“intend,” “believe,” “estimate,” “predict,” “potential,” “continue,”
“could,” “future” or the negative of those terms or other words of
similar meaning. You should read statements that contain these words
carefully because they discuss our future expectations or state other
“forward-looking” information. These forward-looking statements
include, but are not limited to, statements relating to anticipated
future operating and financial performance measures, including net
interest margin, credit quality, business initiatives, growth
opportunities and growth rates, among other things, and encompass any
estimate, prediction, expectation, projection, opinion, anticipation,
outlook or statement of belief included therein as well as the
management assumptions underlying these forward-looking statements. You
should be aware that the occurrence of the events described under the
caption “Risk Factors” in Trustmark’s and BancTrust’s filings with the
Securities and Exchange Commission could have an adverse effect on our
business, results of operations and financial condition. Should one or
more of these risks materialize, or should any such underlying
assumptions prove to be significantly different, actual results may vary
significantly from those anticipated, estimated, projected or expected.
Risks that could cause actual results to differ materially from current
expectations of Management include, but are not limited to, changes in
the level of nonperforming assets and charge-offs, local, state and
national economic and market conditions, including the extent and
duration of the current volatility in the credit and financial markets,
changes in our ability to measure the fair value of assets in our
portfolio, material changes in the level and/or volatility of market
interest rates, the performance and demand for the products and services
we offer, including the level and timing of withdrawals from our deposit
accounts, the costs and effects of litigation and of unexpected or
adverse outcomes in such litigation, our ability to attract
noninterest-bearing deposits and other low-cost funds, competition in
loan and deposit pricing, as well as the entry of new competitors into
our markets through de novo expansion and acquisitions, economic
conditions, including the potential impact of the European financial
crisis on the U.S. economy and the markets we serve, and monetary and
other governmental actions designed to address the level and volatility
of interest rates and the volatility of securities, currency and other
markets, the enactment of legislation and changes in existing
regulations, or enforcement practices, or the adoption of new
regulations, changes in accounting standards and practices, including
changes in the interpretation of existing standards, that affect our
consolidated financial statements, changes in consumer spending,
borrowings and savings habits, technological changes, changes in the
financial performance or condition of our borrowers, changes in our
ability to control expenses, changes in our compensation and benefit
plans, greater than expected costs or difficulties related to the
integration of acquisitions or new products and lines of business,
natural disasters, environmental disasters, acts of war or terrorism,
the expected completion of the proposed merger of BancTrust into
Trustmark, including the ability to maintain relationships with
customers, employees or suppliers as well as the ability to successfully
integrate the business and realize cost savings and any other synergies
and the risk that the credit ratings of the combined company or its
subsidiaries may be different from what the companies expect and other
risks described in our filings with the Securities and Exchange
Commission.
Although we believe that the expectations reflected in such
forward-looking statements are reasonable, we can give no assurance that
such expectations will prove to be correct. Except as required by law,
we undertake no obligation to update or revise any of this information,
whether as the result of new information, future events or developments
or otherwise.