SouthState Corp to Acquire First Community Bankshares for $375M

TL;DR

SouthState buying First Community Bankshares for $375M to boost its market presence.

AI Summary

SouthState Corp announced on December 13, 2024, that it has entered into a definitive agreement to acquire First Community Bankshares, Inc. The transaction is valued at approximately $375 million, consisting of cash and stock. This acquisition is expected to expand SouthState's presence in key markets.

Why It Matters

This acquisition will significantly increase SouthState's market share and geographic footprint, potentially leading to enhanced financial performance and competitive positioning in the banking sector.

Risk Assessment

Risk Level: medium — Acquisitions carry inherent risks related to integration, regulatory approval, and market reception, which could impact the expected benefits.

Key Numbers

• $375 million — Acquisition Value (Total consideration for the acquisition of First Community Bankshares, Inc.)

Key Players & Entities

• SouthState Corp (company) — Acquiring company
• First Community Bankshares, Inc. (company) — Target company
• $375 million (dollar_amount) — Acquisition value
• December 13, 2024 (date) — Announcement date

FAQ

Key Financial Figures

• $2.50 — ich registered Common stock, par value $2.50 per share SSB The New York Stock Ex

Filing Documents

• ssb-20241213x8k.htm (8-K) — 58KB
• ssb-20241213x8k001.jpg (GRAPHIC) — 12KB
• 0001558370-24-016230.txt ( ) — 211KB
• ssb-20241213.xsd (EX-101.SCH) — 3KB
• ssb-20241213_lab.xml (EX-101.LAB) — 15KB
• ssb-20241213_pre.xml (EX-101.PRE) — 10KB
• ssb-20241213x8k_htm.xml (XML) — 5KB

01

Item 8.01 Other Events. On December 13, 2024, the Board of Governors of the Federal Reserve System (the "Federal Reserve Board") approved SouthState Corporation's ("SouthState") application with respect to the previously announced merger (the "holding company merger") between SouthState and Independent Bank Group, Inc. ("Independent") pursuant to the Agreement and Plan of Merger, dated as of May 17, 2024, by and between SouthState and Independent (the "Merger Agreement"). Also on December 13, 2024, the Office of the Comptroller of the Currency approved SouthState's application to complete the merger between SouthState's and Independent's respective bank subsidiaries, SouthState Bank, National Association and Independent Bank (d/b/a Independent Financial) pursuant to the Merger Agreement (the "bank merger" and together with the holding company merger, the "mergers"). All required regulatory approvals to complete the mergers have now been received. Completion of the mergers remains subject to customary closing conditions. Assuming such conditions are satisfied, the mergers are expected to close on or about January 1, 2025. Cautionary Statement Regarding Forward Looking Statements This communication contains "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties and are made pursuant to the safe harbor provisions of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, and other related federal securities laws. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, including information about Independent's, SouthState's or the combined company's possible or assumed future results of operations, including its future revenues, income, expenses, provision for taxes, effective tax rate, earnings (loss) per share and cash flows, its future capital expenditures and div

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SOUTHSTATE CORPORATION (Registrant) By: /s/ William E. Matthews, V William E. Matthews, V Senior Executive Vice President and Chief Financial Officer Dated: December 13, 2024 5

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View this 8-K filing on SEC EDGAR