Bank of the Ozarks, Inc.
OZRK announced today that it has entered
into a definitive agreement and plan of merger (“Agreement”) with Summit
Bancorp, Inc. (“Summit”) and its wholly-owned bank subsidiary Summit Bank
(“Summit Bank”), headquartered in Arkadelphia, Arkansas. According to the
terms of the Agreement, Bank of the Ozarks, Inc. (“Company”) will acquire all
of the outstanding common stock of Summit in a transaction valued at
approximately $216 million, subject to potential adjustments. Closing of the
transaction is expected to be immediately accretive to the Company's book
value per common share and to its tangible book value per common share. The
transaction is expected to be accretive to the Company's diluted earnings per
common share for the first twelve months after the transaction closes and
thereafter.
Summit Bank operates 23 banking offices and one loan production office in nine
Arkansas counties. At December 31, 2013, Summit Bank had approximately $1.2
billion of total assets, $778 million of loans and $994 million of deposits.
Summit Bank originated from a charter granted in 1996 to Horizon Bank of
Columbia County, Arkansas. In February 2000, its name was changed to Summit
Bank and expansion began throughout southwest and central Arkansas.
Under the terms of the Agreement, which has been unanimously approved by the
boards of directors of both companies, each outstanding share of common stock
of Summit will be converted, at the election of each Summit shareholder, into
the right to receive shares of the Company's common stock, plus cash in lieu
of any fractional share, or the right to receive cash, all subject to certain
conditions and potential adjustments, provided that at least 80% of the merger
consideration paid to Summit shareholders will consist of shares of the
Company's common stock. The number of Company shares to be issued will be
determined based on Summit shareholder elections and the Company's ten day
average closing stock price as of the fifth business day prior to the closing
date, ranging between $43.58 per share and $72.63 per share.
Upon the closing of the transaction, Summit will merge into the Company and
Summit Bank will merge into the Company's wholly-owned bank subsidiary, Bank
of the Ozarks. Completion of the transaction is subject to certain closing
conditions, including customary regulatory approvals and the approval of the
shareholders of Summit. The transaction is expected to close by the end of the
second quarter of 2014. Following closing of the transaction, Ross Whipple is
expected to be elected to the Boards of Directors of Bank of the Ozarks, Inc.
and Bank of the Ozarks. This is the Company's eleventh acquisition transaction
since March 2010 and the largest in its history.
The Company expects to conduct a press conference to discuss this transaction
at 4:00 pm CST today, January 30^th at the Capital Hotel in Little Rock,
Arkansas. In addition to the information contained within this announcement,
an Investor Presentation has been posted on the Company's website
www.bankozarks.com under “Investor Relations” containing additional
information regarding this transaction.
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