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Item 9.01
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Financial Statements and Exhibits
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(d) Exhibits
Exhibits 99.1 and 99.2 referenced herein,
contain “forward-looking statements” within the meaning of Section 28A of the Securities Act of 1933 and Section 21E
of the Securities Exchange Act of 1934, including, without limitation, statements about future financial and operating results,
ability to realized deferred tax assets, cost savings, enhanced revenues, economic and seasonal conditions in our markets, and
improvements to reported earnings that may be realized from cost controls and for integration of banks that we have acquired, as
well as statements with respect to Seacoast’s objectives, expectations and intentions and other statements that are not historical
facts. Actual results may differ from those set forth in the forward-looking statements.
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Forward-looking statements include statements
with respect to our beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions, and involve known
and unknown risks, uncertainties and other factors, which may be beyond our control, and which may cause the actual results, performance
or achievements of Seacoast to be materially different from future results, performance or achievements expressed or implied by
such forward-looking statements. You should not expect us to update any forward-looking statements.
All statements other than statements of
historical fact could be forward-looking statements. You can identify these forward-looking statements through our use of words
such as “may”, “will”, “anticipate”, “assume”, “should”, “support”,
“indicate”, “would”, “believe”, “contemplate”, “expect”, “estimate”,
“continue”, “further”, “plan”, “point to”, “project”, “could”,
“intend”, “target” or other similar words and expressions of the future. These forward-looking statements
may not be realized due to a variety of factors, including, without limitation: the effects of future economic and market conditions,
including seasonality; governmental monetary and fiscal policies, including interest rate policies of the Board of Governors of
the Federal Reserve, as well as legislative, tax and regulatory changes; changes in accounting policies, rules and practices; the
risks of changes in interest rates on the level and composition of deposits, loan demand, liquidity and the values of loan collateral,
securities, and interest sensitive assets and liabilities; interest rate risks, sensitivities and the shape of the yield curve;
changes in borrower credit risks and payment behaviors; changes in the availability and cost of credit and capital in the financial
markets; changes in the prices, values and sales volumes of residential and commercial real estate; our ability to comply with
any regulatory requirements; the effects of problems encountered by other financial institutions that adversely affect us or the
banking industry; our concentration in commercial real estate loans; the failure of assumptions and estimates, as well as differences
in, and changes to, economic, market and credit conditions; the impact on the valuation of our investments due to market volatility
or counterparty payment risk; statutory and regulatory dividends restrictions; increases in regulatory capital requirements for
banking organizations generally; the risks of mergers, acquisitions and divestitures, including our ability to continue to identify
acquisition targets and successfully acquire desirable financial institutions; changes in technology or products that may be more
difficult, costly, or less effective than anticipated; our ability to identify and address increased cybersecurity risks; inability
of our risk management framework to manage risks associated with our business; dependence on key suppliers or vendors to obtain
equipment or services for our business on acceptable terms; reduction in or the termination of our ability to use the mobile-based
platform that is critical to our business growth strategy; the effects of war or other conflicts, acts of terrorism, natural disasters
or other catastrophic events that may affect general economic conditions; unexpected outcomes of, and the costs associated with,
existing or new litigation involving us; our ability to maintain adequate internal controls over financial reporting; potential
claims, damages, penalties, fines and reputational damage resulting from pending or future litigation, regulatory proceedings and
enforcement actions; the risks that our deferred tax assets could be reduced if estimates of future taxable income from our operations
and tax planning strategies are less than currently estimated and sales of our capital stock could trigger a reduction in the amount
of net operating loss carryforwards that we may be able to utilize for income tax purposes; the effects of competition from other
commercial banks, thrifts, mortgage banking firms, consumer finance companies, credit unions, securities brokerage firms, insurance
companies, money market and other mutual funds and other financial institutions operating in our market areas and elsewhere, including
institutions operating regionally, nationally and internationally, together with such competitors offering banking products and
services by mail, telephone, computer and the Internet; and the failure of assumptions underlying the establishment of reserves
for possible loan losses.
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All written or oral forward-looking statements
attributable to us are expressly qualified in their entirety by this cautionary notice, including, without limitation, those risks
and uncertainties described in our annual report on Form 10-K for the year ended December 31, 2018, under “Special Cautionary
Notice Regarding Forward-looking Statements” and “Risk Factors”, and otherwise in our SEC reports and filings.
Such reports are available upon request from the Company, or from the Securities and Exchange Commission, including through the
SEC's Internet website at
www.sec.gov
.
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