8-KOther EventsExhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Corporate Update (Jan 2, 2020)

Filed January 2, 2020For Securities:FCNCAFCNCPFCNCBFCNCOFCNCN

Summary

First Citizens BancShares, Inc. (FCNCA) announced the successful consummation of its acquisition of Entegra Financial Corp. and its subsidiary, Entegra Bank, effective December 31, 2019. This transaction was executed through a merger where First Citizens' subsidiary, First-Citizens Bank & Trust Company (FCB), acquired Entegra. Entegra's shareholders are to receive $30.18 in cash for each share of their common stock outstanding. The acquisition is expected to bring benefits to First Citizens, though the company also cautions about potential risks and challenges associated with the integration. These include potential disruptions to customer and employee relationships, the timing and completion of a planned divestiture of three Entegra Bank branches to Select Bank & Trust Company, and the possibility of higher-than-anticipated costs associated with the merger and branch divestiture. Investors should note that forward-looking statements in the report are subject to these and other risks that could materially affect actual results.

Key Highlights

  • 1First Citizens BancShares, Inc. (FCNCA) subsidiary, First-Citizens Bank & Trust Company (FCB), has acquired Entegra Financial Corp. and its subsidiary, Entegra Bank.
  • 2The acquisition was effective as of December 31, 2019.
  • 3Entegra shareholders will receive $30.18 in cash per share of common stock.
  • 4The transaction was structured as a merger.
  • 5A press release announcing the closing of the acquisition was filed as an exhibit.
  • 6First Citizens acknowledges potential risks and uncertainties related to the merger and a planned branch divestiture.

Frequently Asked Questions

The main event is the consummation of the acquisition of Entegra Financial Corp. and its bank subsidiary, Entegra Bank, by First Citizens BancShares, Inc. (FCNCA) through its subsidiary, First-Citizens Bank & Trust Company (FCB).

First Citizens' subsidiary, FCB, paid $30.18 in cash to Entegra's shareholders for each share of Entegra's common stock outstanding at the time of the merger.

Yes, First Citizens plans to divest three Entegra Bank branches to Select Bank & Trust Company. The timing and completion of this branch divestiture are subject to uncertainties and are noted as a potential risk factor.

First Citizens highlights several risks, including disruption to customer and employee relationships, uncertainties in the timing and completion of the branch divestiture, potentially higher costs than anticipated for the merger and divestiture, and the possibility that anticipated cost savings and revenue synergies may not be realized or may take longer than expected.