Home BancShares, Inc. (NASDAQ:HOMB) (“Home” or “the Company”),
parent company of Centennial Bank today announced it has received
approval from the Federal Reserve Board and the Arkansas State Bank
Board of its applications for the previously announced merger with
Stonegate Bank (“Stonegate”). Additionally, Home’s Form S-4
registration statement to register the shares of Home common stock
to be issued to Stonegate’s shareholders in connection with the
merger has been declared effective by the Securities and Exchange
Commission.
“Approvals by the Federal Reserve and the
Arkansas State Bank Board and the effectiveness of the registration
statement permit us to move ahead with the merger in a timely
manner,” said John Allison, Home’s Chairman. “Obtaining regulatory
approval less than five months from the announcement of the merger
is a testimony to our Company’s preparedness and strategic planning
for the integration of Stonegate into Centennial. We are
ready to provide our shareholders, customers and communities with
the benefits from this merger.”
Under the terms of the agreement, Stonegate will
merge into Centennial and shareholders of Stonegate will receive
proceeds from the transaction of approximately $749.8 million,
consisting of approximately $50.0 million in cash and approximately
$699.8 million of Home common stock. In addition, the holders
of outstanding stock options of Stonegate will receive
approximately $27.8 million in cash in cancellation of their
options immediately before the merger, for a total transaction
value of approximately $777.6 million.
The acquisition is expected to close in late
September subject to Home and Stonegate shareholder approval. The
respective Home and Stonegate shareholder meetings will be held on
September 25th, at Home’s headquarters in Conway, Arkansas, and at
Stonegate’s headquarters in Pompano Beach, Florida.
“We are pleased to have gained the required
regulatory approvals and look forward to closing this acquisition
next month,” said Tracy French, President and CEO of Centennial
Bank. “The systems conversion, scheduled for the first
quarter of next year, remains on track and the conversion and
integration teams continue to work closely together to provide a
smooth and seamless transition. We are very excited to be
able to meet all of our customer’s banking needs throughout the
combined 89 locations in Florida, as well as throughout
Arkansas and Alabama.
Additional Information
This communication shall not constitute an offer
to sell or the solicitation of an offer to buy any securities. In
connection with the merger, Home has filed with the Securities and
Exchange Commission (the “SEC”), and the SEC has declared
effective, a Registration Statement on Form S-4 (the “Registration
Statement”) to register the shares of Home common stock to be
issued to shareholders of Stonegate in connection with the
transaction. The Registration Statement includes a Joint Proxy
Statement of Home and Stonegate and a Prospectus of Home, as well
as other relevant materials regarding the proposed merger
transaction involving Home and Stonegate. INVESTORS AND SECURITY
HOLDERS OF HOME AND STONEGATE ARE ADVISED TO READ THE JOINT PROXY
STATEMENT/PROSPECTUS AND ANY OTHER DOCUMENTS FILED WITH THE SEC
AND/OR THE FEDERAL DEPOSIT INSURANCE CORPORATION (the “FDIC”), AS
WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, IN
CONNECTION WITH THE MERGER OR INCORPORATED BY REFERENCE IN THE
JOINT PROXY STATEMENT/PROSPECTUS BECAUSE THEY CONTAIN IMPORTANT
INFORMATION REGARDING THE PROPOSED MERGER TRANSACTION. Investors
and security holders may obtain free copies of these documents and
other documents filed with the SEC on the SEC’s website at
http://www.sec.gov. Investors and security holders may also obtain
free copies of the documents filed with the SEC by Home at Home’s
website at http://www.homebancshares.com, Investor Relations, or by
contacting Jennifer Floyd, by telephone at (501) 339-2929.
Investors and security holders may also read and copy any reports
that Stonegate files with the FDIC by contacting the FDIC in
writing at FDIC, Accounting and Securities Disclosure Section, 550
17th Street, NW, Washington, DC 20429, or by email at
PublicBankReports@FDIC.gov. All filings made electronically with
the FDIC may be accessed at
https://efr.fdic.gov/fcxweb/efr/index.html. You will also be
able to obtain these documents, free of charge, from SGB by
accessing SGB’s website at www.stonegatebank.com under the heading
“Investor Relations.” Copies can also be obtained, free of charge,
by directing a written request to Stonegate Bank, Attention: Kori
Smith, 400 North Federal Highway, Pompano Beach, Florida 33062.
Home and Stonegate and certain of their
directors and executive officers may be deemed to be participants
in the solicitation of proxies from the shareholders of Home and
Stonegate in connection with the merger transaction. Information
about the directors and executive officers of Home and their
ownership of Home common stock is set forth in the proxy statement
for Home’s 2017 Annual Meeting of Shareholders, as filed with the
SEC on Schedule 14A on March 1, 2017. Information about the
directors and executive officers of Stonegate and their ownership
of Stonegate common stock is set forth in the Joint Proxy
Statement/Prospectus. Additional information regarding the
interests of those participants and other persons who may be deemed
participants in the transaction may be obtained by reading the
Joint Proxy Statement/Prospectus regarding the merger transaction.
Free copies of this document may be obtained as described in the
preceding paragraph.
General
Home BancShares, Inc. is a bank holding company
headquartered in Conway, Arkansas. Our wholly-owned subsidiary,
Centennial Bank, provides a broad range of commercial and retail
banking plus related financial services to businesses, real estate
developers, investors, individuals and municipalities. Centennial
Bank has branch locations in Arkansas, Florida, South Alabama and
New York City. The Company's common stock is traded through the
NASDAQ Global Select Market under the symbol “HOMB.”
This release contains forward-looking statements
which include, but are not limited to, statements about the
benefits of the business combination transaction involving Home and
Stonegate, including the combined company’s future financial and
operating results, plans, expectations, goals and outlook for the
future. Statements in this press release that are not historical
facts should be considered forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements are typically identified by words such
as “believe,” “expect,” “anticipate,” “intend,” “target,”
“estimate,” “continue,” “positions,” “prospects” or “potential,” by
future conditional verbs such as “will,” “would,” “should,” “could”
or “may,” or by variations of such words or by similar
expressions. By nature, forward-looking statements involve
inherent risk and uncertainties. Investors and security holders are
cautioned not to place undue reliance on these statements, which
speak only as of the date of this news release. Various factors
could cause actual results to differ materially from those
contemplated by the forward-looking statements, including, but not
limited to, (i) the possibility that the acquisition does not close
when expected or at all because required shareholder approvals and
other conditions to closing are not received or satisfied on a
timely basis or at all; (ii) changes in Home’s stock price before
closing; (iii) the outcome of pending or threatened litigation, or
of matters before regulatory agencies, whether currently existing
or commencing in the future, including litigation related to the
merger; (iv) the risk that the benefits from the transaction may
not be fully realized or may take longer to realize than expected,
including as a result of changes in general economic and market
conditions, interest and exchange rates, monetary policy, laws and
regulations and their enforcement, and the degree of competition in
the geographic and business areas in which Home and Stonegate
operate; (v) the ability to promptly and effectively integrate the
businesses of Home and Stonegate; (vi) the reaction to the
transaction of the companies’ customers, employees and
counterparties; and (vii) diversion of management time on
acquisition-related issues. Additional information on factors
that might affect Home BancShares, Inc.'s financial results is
included in its Annual Report on Form 10-K for the year ended
December 31, 2016, filed with the SEC on February 28, 2017.
FOR MORE INFORMATION CONTACT:
Jennifer C. Floyd
Chief Accounting Officer &
Investor Relations Officer
Home BancShares, Inc.
(501) 339-2929
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