SOUTHERN MISSOURI BANCORP, INC. ANNOUNCES COMPLETION OF MERGER WITH GIDEON BANCSHARES COMPANY
November 21 2018 - 5:30PM
Southern Missouri Bancorp, Inc. (“Southern
Missouri,” NASDAQ: SMBC), of Poplar Bluff, Missouri, announced that
its merger with Gideon Bancshares Company (“Gideon”), Dexter,
Missouri, the parent company for First Commercial Bank, was
completed today. Southern Missouri, as the sole owner of both First
Commercial Bank and Southern Bank, expects to merge the two banks
in early December, with the combined entity to operate under the
Southern Bank name.
Southern Missouri is the holding company for Southern Bank,
headquartered in Poplar Bluff, Missouri, operating 41 banking
facilities in southern Missouri, southern Illinois and northern
Arkansas. First Commercial Bank operates its main office and
nine additional facilities in southeast Missouri. Greg Steffens,
President and Chief Executive Officer of Southern Missouri,
commented, “We welcome the First Commercial Bank team members and
customers to the Southern Bank family and look forward to working
with them. We are happy to see this addition to our presence in
southeast Missouri and believe it will significantly improve our
ability to serve this region, and also allow us to offer exciting
new products and services to First Commercial Bank customers.”
Brett Dorton, President of First Commercial Bank, is joining the
executive management team of Southern Bank as an Executive
Vice-President and Chief Strategies Officer. He noted, “It has been
my pleasure to serve First Commercial Bank’s customers and our team
members for the past 18 years. We are very proud of the legacy that
Mr. Norman Harty left with our organization. Southern Bank is
rooted in the communities that they serve, and as we join with
them, I am confident that our customers will continue to be
provided the same personal service as our team works to meet all
their financial needs.”
As a result of the merger, each share of Gideon common stock
held immediately prior to closing is being exchanged for $72.48 in
cash, plus 2.04 shares of Southern Missouri common stock.
At October 31, 2018, Gideon reported total consolidated assets
of $218.5 million, loans, net, of $150.1 million, and deposits of
$170.8 million. On a pro forma basis, the combined entity will hold
assets of approximately $2.2 billion, including loans, net, of $1.8
billion, and deposits of $1.8 billion. The transaction is expected
to be immediately accretive to earnings per share, exclusive of
one-time charges related to the acquisition, and accretive to
tangible book value per common in approximately one year, based on
the crossover method.
Silver, Freedman, Taff & Tiernan LLP served as legal advisor
to Southern Missouri, while the Tweedy Law Office, LLC and the firm
of Yewell G. Lawrence served as legal advisors to Gideon.
Forward-Looking Information:
Except for the historical information contained herein, the
matters discussed in this press release may be deemed to be
forward-looking statements that are subject to known and unknown
risks, uncertainties, and other factors that could cause the actual
results to differ materially from the forward-looking statements,
including: expected cost savings, synergies and other benefits from
Southern Missouri’s merger and acquisition activities, including
this acquisition, might not be realized to the extent anticipated,
within the anticipated time frames, or at all, and costs or
difficulties relating to integration matters, including but not
limited to customer and employee retention, might be greater than
expected; the strength of the United States economy in general and
the strength of the local economies in which we conduct operations;
fluctuations in interest rates and in real estate values; monetary
and fiscal policies of the FRB Board of Governors of the Federal
Reserve System and the U.S. Government and other governmental
initiatives affecting the financial services industry; the risks of
lending and investing activities, including changes in the level
and direction of loan delinquencies and write-offs and changes in
estimates of the adequacy of the allowance for loan losses; our
ability to access cost-effective funding; the timely development of
and acceptance of our new products and services and the perceived
overall value of these products and services by users, including
the features, pricing and quality compared to competitors' products
and services; fluctuations in real estate values and both
residential and commercial real estate markets, as well as
agricultural business conditions; demand for loans and deposits;
legislative or regulatory changes that adversely affect our
business; changes in accounting principles, policies, or
guidelines; results of regulatory examinations, including the
possibility that a regulator may, among other things, require an
increase in our reserve for loan losses or write-down of assets;
the impact of technological changes; and our success at managing
the risks involved in the foregoing. Any forward-looking statements
are based upon management's beliefs and assumptions at the time
they are made. We undertake no obligation to publicly update or
revise any forward-looking statements or to update the reasons why
actual results could differ from those contained in such
statements, whether as a result of new information, future events
or otherwise. In light of these risks, uncertainties and
assumptions, the forward-looking statements discussed might not
occur, and you should not put undue reliance on any forward-looking
statements.
Matt Funke, CFO
(573) 778-1800
Southern Missouri Bancorp (NASDAQ:SMBC)
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