8-KOther EventsExhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Corporate Update (Aug 1, 2019)

Filed August 1, 2019For Securities:FCNCAFCNCPFCNCBFCNCOFCNCN

Summary

This Form 8-K filing by First Citizens Bancshares, Inc. /DE/ (FCNCA) on August 1, 2019, primarily announces the positive developments regarding the proposed merger between its wholly-owned subsidiary, First-Citizens Bank & Trust Company (FCB), and Entegra Financial Corp. (Entegra), along with its bank subsidiary, Entegra Bank. Investors should note that Entegra's shareholders have approved the merger, marking a significant step towards its completion. The filing includes a joint press release detailing this shareholder approval and the ongoing status of the merger. While the approval is a positive indicator, the report also includes standard forward-looking statements that highlight potential risks and uncertainties associated with completing the transaction. These include the need for regulatory approvals, potential delays, integration challenges, and the realization of anticipated benefits and cost savings. Investors are advised to review these disclosures carefully to understand the potential hurdles and outcomes.

Key Highlights

  • 1Entegra Financial Corp. shareholders have approved the proposed merger with First Citizens Bank & Trust Company (FCB).
  • 2The merger involves Entegra and its bank subsidiary, Entegra Bank, being integrated into FCB.
  • 3This 8-K filing serves as an announcement of the shareholder approval and provides an update on the merger's status.
  • 4A joint press release from FCB and Entegra, dated August 1, 2019, is attached as an exhibit.
  • 5The company includes customary forward-looking statements detailing potential risks and uncertainties affecting the merger's completion and benefits realization.
  • 6Key risks mentioned include obtaining regulatory approvals, integration challenges, and achieving anticipated cost savings and revenue synergies.

Frequently Asked Questions

The main purpose of this filing is to announce that Entegra Financial Corp. shareholders have approved the proposed merger with First Citizens Bank & Trust Company (FCB), a subsidiary of First Citizens Bancshares, Inc. It provides an update on the status of this transaction.

The filing mentions several key risks, including the need for regulatory approvals, potential delays in receiving these approvals or satisfying other merger conditions, the risk that the merger may not be completed at all, potential difficulties in realizing cost savings and revenue synergies, disruption to customer and employee relationships, and the possibility of greater-than-anticipated costs associated with the merger.

The filing does not specify an exact completion date for the merger. It mentions that 'when the Merger will be completed' is a forward-looking statement, indicating that the timeline is subject to various approvals and conditions, and the exact timing remains uncertain.

The parties involved are First Citizens Bank & Trust Company (FCB), which is a wholly-owned subsidiary of First Citizens Bancshares, Inc. (BancShares), and Entegra Financial Corp. (Entegra), along with its bank subsidiary, Entegra Bank.