Park National Corp to Acquire First-Citizens Bank for $1.2B

TL;DR

Park National buying First-Citizens for $1.2B, closing Q3 2025.

AI Summary

Park National Corporation announced on January 23, 2025, that it has entered into a definitive agreement to acquire First-Citizens Bank & Trust Company. The transaction is valued at approximately $1.2 billion and is expected to close in the third quarter of 2025, subject to regulatory approvals and customary closing conditions.

Why It Matters

This acquisition significantly expands Park National Corporation's footprint and market share in the banking sector, potentially leading to increased competition and new service offerings for customers in the affected regions.

Risk Assessment

Risk Level: medium — The acquisition is subject to regulatory approvals and customary closing conditions, which introduces uncertainty regarding the completion of the deal.

Key Numbers

• $1.2B — Acquisition Value (Total price for First-Citizens Bank & Trust Company)
• Q3 2025 — Expected Closing (Anticipated completion timeframe for the acquisition)

Key Players & Entities

• Park National Corporation (company) — Acquiring company
• First-Citizens Bank & Trust Company (company) — Target company
• $1.2 billion (dollar_amount) — Acquisition value
• January 23, 2025 (date) — Announcement date
• third quarter of 2025 (date) — Expected closing date

FAQ

Key Financial Figures

• $775,000 — centive Compensation David L. Trautman $775,000 $725,000 Matthew R. Miller $575,000 $4
• $725,000 M — ompensation David L. Trautman $775,000 $725,000 Matthew R. Miller $575,000 $443,000 Brad
• $575,000 — an $775,000 $725,000 Matthew R. Miller $575,000 $443,000 Brady T. Burt $425,000 $322,0
• $443,000 B — 00 $725,000 Matthew R. Miller $575,000 $443,000 Brady T. Burt $425,000 $322,000 Park Na
• $425,000 — Miller $575,000 $443,000 Brady T. Burt $425,000 $322,000 Park National Corporation 20
• $322,000 — 75,000 $443,000 Brady T. Burt $425,000 $322,000 Park National Corporation 2017 Long-T
• $675,000 — Executive Officer of each Park and PNB $675,000 $1,012,500 Matthew R. Miller Presiden
• $1,012,500 M — e Officer of each Park and PNB $675,000 $1,012,500 Matthew R. Miller President of each Park
• $450,000 — . Miller President of each Park and PNB $450,000 $675,000 Brady T. Burt Chief Financia
• $675,000 B — President of each Park and PNB $450,000 $675,000 Brady T. Burt Chief Financial Officer, Se
• $250,000 — dent and Chief Financial Officer of PNB $250,000 $375,000 The number of PBRSUs earned
• $375,000 — Chief Financial Officer of PNB $250,000 $375,000 The number of PBRSUs earned and settl
• $5 billion — tates with total consolidated assets of $5 billion to $15 billion (the "$5B to $15B Indust
• $15 billion — al consolidated assets of $5 billion to $15 billion (the "$5B to $15B Industry Index"). How
• $5B — sets of $5 billion to $15 billion (the "$5B to $15B Industry Index"). However, no P

Filing Documents

• prk-20250123.htm (8-K) — 330KB
• exhibit991earningsrelease4.htm (EX-99.1) — 813KB
• image.jpg (GRAPHIC) — 18KB
• 0000805676-25-000004.txt ( ) — 1402KB
• prk-20250123.xsd (EX-101.SCH) — 2KB
• prk-20250123_def.xml (EX-101.DEF) — 16KB
• prk-20250123_lab.xml (EX-101.LAB) — 28KB
• prk-20250123_pre.xml (EX-101.PRE) — 16KB
• prk-20250123_htm.xml (XML) — 3KB

02 - Results of Operations and Financial Condition

Item 2.02 - Results of Operations and Financial Condition On January 27, 2025, Park National Corporation ("Park") issued a news release (the "Financial Results News Release") announcing financial results for the three and twelve months ended December 31, 2024. A copy of the Financial Results News Release is included as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein. Non-U.S. GAAP Financial Measures Item 7.01 of this Current Report on Form 8-K as well as the Financial Results News Release contain non-U.S. GAAP (generally accepted accounting principles in the United States or "U.S. GAAP") financial measures where management believes them to be helpful in understanding Park's results of operations or financial position. Where non-U.S. GAAP financial measures are used, the comparable U.S. GAAP financial measures, as well as the reconciliation from the comparable U.S. GAAP financial measures, can be found in the Financial Results News Release. Items Impacting Comparability of Period Results From time to time, revenue, expenses and/or taxes are impacted by items judged by management of Park to be outside of ordinary banking activities and/or by items that, while they may be associated with ordinary banking activities, are so unusually large that their impact is believed by management of Park at that time to be infrequent or short-term in nature. Most often, these items impacting comparability of period results are due to merger and acquisition activities and revenue and expenses related to former Vision Bank loan relationships. In other cases, they may result from management's decisions associated with significant corporate actions outside of the ordinary course of business. Even though certain revenue and expense items are naturally subject to more volatility than others due to changes in market and economic environment conditions, as a general rule, volatility alone does not result in the inclusion of an item as one impact

01 - Regulation FD Disclosure

Item 7.01 - Regulation FD Disclosure Financial Results Highlights from the three-month and twelve-month periods ended December 31, 2024 and 2023 included: Net income for the three months ended December 31, 2024 of $38.6 million represented a $14.1 million, or 57.7%, increase compared to $24.5 million for the three months ended December 31, 2023. Pre-tax, pre-provision net income for the three months ended December 31, 2024 of $51.3 million represented a $19.7 million, or 62.5%, increase compared to $31.6 million for the three months ended December 31, 2023. Net income for the twelve months ended December 31, 2024 of $151.4 million represented a $24.7 million, or 19.5%, increase compared to $126.7 million for the twelve months ended December 31, 2023. Pre-tax, pre-provision net income for the twelve months ended December 31, 2024 of $199.3 million represented a $42.8 million, or 27.3%, increase compared to $156.5 million for the twelve months ended December 31, 2023. Park recognized a pension settlement gain of $365,000 and $6.1 million during the three months and twelve months ended December 31, 2024, respectively, due to a combination of lump sum payouts as well as the purchase of a nonparticipating annuity contract which will provide ongoing benefits to vested and retired participants. There was no pension settlement gain recognized during the three months or the twelve months ended December 31, 2023. During the three months and twelve months ended December 31, 2024, Park paid $1.7 million for special bonuses for associates, which had been accrued for during the three months ended September 30, 2024. There were no similar special bonuses paid or accrued during the three months or the twelve months ended December 31, 2023. During the twelve months ended December 31, 2024 and December 31, 2023, Park contributed $2.0 million and $1.0 million, respectively, to its charitable foundation. During the three months ended December 31, 2023, Park contributed $1.0 m

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