8-KOther EventsExhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Corporate Update (Dec 16, 2019)

Filed December 16, 2019For Securities:FCNCAFCNCPFCNCBFCNCOFCNCN

Summary

First Citizens Bancshares, Inc. /DE/ (FCNCA) announced on December 16, 2019, that its wholly-owned subsidiary, First-Citizens Bank & Trust Company, has received all required regulatory approvals for its proposed acquisition of Entegra Financial Corp. ("Entegra"). These approvals came from the Board of Governors of the Federal Reserve System, the Federal Deposit Insurance Corporation, and the North Carolina Commissioner of Banks. This development signifies a major step towards the completion of the merger. The acquisition is now subject only to the satisfaction or waiver of other closing conditions, with an expected completion date around December 31, 2019. Investors should note that a condition for the merger's completion includes a required branch divestiture of three Entegra Bank branches to a competitively suitable purchaser, as mandated by the Department of Justice, Antitrust Division. While regulatory hurdles appear to be cleared, potential risks to completion and integration remain, as detailed in the forward-looking statements.

Key Highlights

  • 1All necessary regulatory approvals for the acquisition of Entegra Financial Corp. have been secured.
  • 2Approvals received from the Federal Reserve, FDIC, and North Carolina Commissioner of Banks.
  • 3The merger is expected to close on or around December 31, 2019, subject to remaining closing conditions.
  • 4A required divestiture of three Entegra Bank branches is a condition for closing the merger.
  • 5The filing includes detailed forward-looking statements outlining potential risks and uncertainties related to the merger and integration.

Frequently Asked Questions

The primary purpose of this filing is to announce that First Citizens Bancshares, Inc. has received all required regulatory approvals to complete its acquisition of Entegra Financial Corp., and to provide details on the expected closing timeline and any outstanding conditions.

The acquisition is expected to be completed on or about December 31, 2019, provided that all other closing conditions are satisfied or waived.

Yes, in addition to the regulatory approvals already received, the merger is subject to other closing conditions. Notably, the Department of Justice, Antitrust Division, requires the divestiture of three Entegra Bank branches to a suitable purchaser prior to the merger's close.

The filing highlights several risks, including potential disruption to customer, supplier, or employee relationships, the complexities and timing of the required branch divestiture, potential litigation or regulatory action, the possibility that cost savings or revenue synergies may not be realized, and general economic or market conditions.