Entegra Financial Corp. Shareholders Approve Merger With First Citizens Bank
01 August 2019 - 7:23PM
Entegra Financial Corp. (Entegra) and First-Citizens Bank &
Trust Company (First Citizens Bank) announced that, at Entegra’s
2019 Annual Meeting of Shareholders held today, Entegra’s
shareholders voted to approve First Citizens Bank’s previously
announced proposal to acquire (by merger) Entegra and its
wholly-owned subsidiary, Entegra Bank. Completion of the proposed
acquisition remains subject to the receipt of required regulatory
approvals and the satisfaction or waiver of other customary
conditions, and is expected to occur during the fourth quarter of
2019. Final voting results for Entegra’s annual meeting of
shareholders will be disclosed in a Form 8-K to be filed with the
Securities and Exchange Commission (SEC).
After the merger, Entegra Bank branch offices will initially
operate as Entegra Bank, a division of First Citizens Bank.
Customers of Entegra Bank should bank as they normally do at their
existing branches. Entegra Bank’s customer accounts will be
converted to First Citizens Bank’s systems and operations at a
later date.
Roger Plemens, president and chief executive officer of Entegra,
said: “We welcome our shareholders’ show of support. Joining with a
community- and family-focused institution like First Citizens will
provide our customers with access to more products, services and
resources.”
Frank B. Holding Jr., chairman and chief executive officer of
First Citizens Bank, said: “We greatly appreciate the confidence of
Entegra shareholders. Both banks share the same core values,
philosophies and a commitment to excellent service. We look forward
to a smooth transition.”
About Entegra Financial Corp. and Entegra
Bank
Entegra Financial Corp. is the holding company of Entegra Bank.
Entegra’s common stock trades on the Nasdaq Global Market under the
ticker symbol “ENFC.” Entegra Bank operates a total of 18 branches
located throughout the Western North Carolina counties of Cherokee,
Haywood, Henderson, Jackson, Macon, Polk and Transylvania; the
Upstate South Carolina counties of Anderson, Greenville and
Spartanburg; and the North Georgia counties of Pickens and Hall.
The bank also operates loan production offices in Asheville, N.C.
and Clemson, S.C. For further information, visit the bank’s
website: www.entegrabank.com. As of June 30, 2019, Entegra Bank
reported $1.7 billion in consolidated assets, $1.25 billion in
deposits and $1.1 billion in gross loans.
About First Citizens Bank
Founded in 1898 and headquartered in Raleigh, N.C., First
Citizens Bank serves customers at more than 550 branches in 19
states. First Citizens Bank is a wholly owned subsidiary of First
Citizens BancShares, Inc. (First Citizens) (Nasdaq: FCNCA). For
more information, call toll free 1.888.FC DIRECT (1.888.323.4732)
or visit www.firstcitizens.com. First Citizens Bank. Forever
First®. As of June 30, 2019, First Citizens Bank reported $37.7
billion in consolidated assets, $32.7 billion in deposits and $26.7
billion in gross loans.
Cautionary Notes Regarding Forward-Looking
Statements
Certain of the statements made in this Press Release may
constitute forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995, Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. The words “expect,”
“anticipate,” “intend,” “plan,” “believe,” “seek,” and “estimate,”
and similar expressions, are intended to identify such
forward-looking statements, but other statements not based on
historical information may also be considered forward-looking.
Forward looking statements include statements about the benefits to
Entegra or First Citizens Bank of the proposed merger, Entegra’s
and First Citizens Bank’s future financial and operating results,
their respective plans, objectives, and intentions, and when the
proposed merger will be completed. All forward-looking statements
are subject to known and unknown risks, uncertainties, and other
factors that may cause the actual results, performance, or
achievements to differ materially from any results, performance, or
achievements expressed or implied by such forward-looking
statements, including, among others, (1) disruption from the
proposed merger, or recently completed mergers, with customer,
supplier, or employee relationships, (2) uncertainties as to the
timing of the merger, (3) the risk that the proposed transactions
may not be completed in a timely manner or at all, (4) the
occurrence of any event, change, or other circumstances that could
give rise to the termination of the Merger Agreement, including
under circumstances that would require a party to pay a termination
fee, (5) the failure to obtain or delays in the receipt of
necessary regulatory approvals that must be received before the
proposed merger may be completed, (6) the possibility that the
amount of the costs, fees, expenses, and charges related to the
proposed merger may be greater than anticipated, including as a
result of unexpected or unknown factors, events, or liabilities,
(7) the failure or delay of the other conditions to the
consummation of the proposed merger to be satisfied or waived, (8)
reputational risk and the reaction of the parties’ customers to the
merger, (9) the risk of potential litigation or regulatory action
related to the merger, (10) the risk that the cost savings and any
revenue synergies from the proposed merger may not be realized or
take longer than anticipated to be realized, (11) general
competitive, economic, political, and market conditions, and (12)
difficulties experienced in the integration of the businesses.
Additional factors which could affect the forward-looking
statements can be found in reports filed with the SEC by Entegra
and First Citizens and available on the SEC’s website at
http://www.sec.gov. Except as may be required by applicable law,
neither Entegra nor First Citizens Bank undertake any obligation to
update or revise any forward-looking statements contained in this
communication, which speak only as of the date hereof, whether as a
result of new information, future events, or otherwise.
Contacts: |
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Barbara Thompson |
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David Bright |
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919.716.2716 |
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828.524.7000 |
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First Citizens Bank |
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Entegra Financial Corp. |
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