8-K/AExhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K/A Report, Exhibit Filing (Dec 11, 2014)

Filed December 11, 2014For Securities:FCNCAFCNCPFCNCBFCNCOFCNCN

Summary

This filing is an amendment to a prior Current Report on Form 8-K, specifically updating Item 9.01 regarding financial statements and exhibits. The primary purpose is to provide updated financial information related to the acquisition of First Citizens Bancorporation, Inc. ("South") by First Citizens BancShares, Inc. ("North"). Investors will find newly filed unaudited consolidated financial statements for "South" as of and for the periods ending September 30, 2014, alongside previously filed audited statements for 2013 and 2012. Additionally, unaudited pro forma combined financial information reflecting the acquisition is now included. This amendment is crucial for investors to assess the financial health and combined performance of the entities post-merger. The inclusion of more recent unaudited financials and pro forma data allows for a more current view of the combined entity's financial position and operational results, which is essential for making informed investment decisions. The filing also incorporates by reference various agreements and indenture details related to the merger and associated financial instruments.

Key Highlights

  • 1Amendment to a prior Form 8-K filing, solely to update Item 9.01 regarding financial statements and exhibits.
  • 2Inclusion of unaudited consolidated financial statements for First Citizens Bancorporation, Inc. ("South") as of September 30, 2014, and for the three and nine months ended September 30, 2014 and 2013.
  • 3Filing of unaudited pro forma combined consolidated financial information for First Citizens BancShares, Inc. ("North") and "South" as of and for the nine months ended September 30, 2014.
  • 4Reference to previously filed audited financial statements of "South" for the years ended December 31, 2013 and 2012.
  • 5Incorporation by reference of the Agreement and Plan of Merger and its First Amendment, detailing the terms of the acquisition.
  • 6Inclusion of various trust agreements, guarantee agreements, and indentures related to the merged entities and their capital structure, with key supplemental indentures dated October 1, 2014.
  • 7The filing aims to provide investors with more comprehensive and up-to-date financial data following the acquisition.

Frequently Asked Questions

This filing is an amendment to a previous 8-K report. Its primary purpose is to add unaudited financial statements for the acquired entity, First Citizens Bancorporation, Inc. ("South"), as of September 30, 2014, and to include unaudited pro forma combined financial information that reflects the merger between First Citizens BancShares, Inc. ("North") and "South".

The amendment adds unaudited consolidated financial statements for 'South' for the nine months ended September 30, 2014, and the corresponding prior-year periods. It also introduces unaudited pro forma combined financial statements showing the combined financial position and performance of 'North' and 'South' as if the merger had already occurred for the nine months ended September 30, 2014.

No, this filing is specifically to provide updated financial information and exhibits related to the merger. The core terms of the merger are governed by the Agreement and Plan of Merger dated June 10, 2014, and its First Amendment dated July 29, 2014, which are referenced and incorporated by this filing, but not changed by it.

The audited consolidated financial statements of 'South' for the years ended December 31, 2013 and 2012, and for the three years ended December 31, 2013, were filed as Exhibit 99.2 to the original Form 8-K and are incorporated by reference in this amendment.