Item 8.01. Other Events
First-Citizens Bank & Trust Company ("FCB"), the wholly-owned subsidiary of
First Citizens BancShares, Inc. ("First Citizens"), consummated its acquisition
(by merger) of Franklin, NC-based Entegra Financial Corp. ("Entegra") and its
bank subsidiary, Entegra Bank, effective December 31, 2019 (the "Closing").
Pursuant to the terms of the Agreement and Plan of Merger, dated as of April 23,
2019, by and among First Citizens, FCB, Merger Subsidiary VII, Inc., a
wholly-owned subsidiary of FCB, and Entegra, cash consideration of $30.18 will
be paid by FCB to Entegra's shareholders for each share of Entegra's common
stock outstanding as of immediately prior to the effective time of the merger of
Entegra and Entegra Bank with FCB (the "Merger").
A copy of the press release announcing the Closing is attached as Exhibit 99.1
to this Report.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits. The following exhibits accompany this report.
Exhibit No. Description
99.1 Copy of press release dated January 1, 2020
104 Cover Page Interactive Data File (embedded within the Inline
XBRL document)
Disclosures about Forward Looking Statements
This Current Report in Form 8-K may contain forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A
of the Securities Act, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. The words "expect," "anticipate," "intend," "plan,"
"believe," "seek" and "estimate," and similar expressions, are intended to
identify such forward-looking statements, but other statements not based on
historical information may also be considered forward-looking. Forward-looking
statements include statements about the benefits to First Citizens of the Merger
and First Citizen's future financial and operating results, plans, objectives
and intentions. Forward-looking statements also include statements about when
the sale of three Entegra Bank branches to Select Bank & Trust Company (the
"Branch Divestiture") will be completed. All forward-looking statements are
subject to known and unknown risks, uncertainties, and other factors that may
cause the actual results, performance or achievements to differ materially from
any results, performance or achievements expressed or implied by such
forward-looking statements, including, among others, (1) disruption from the
Merger, or recently completed mergers, and the Branch Divestiture with customer,
supplier or employee relationships, (2) uncertainties as to the timing of the
Branch Divestiture, (3) the risk that the Branch Divestiture may not be
completed in a timely manner or at all, (4) the possibility that the amount of
the costs, fees, expenses and charges related to the Merger or the Branch
Divestiture may be greater than anticipated, including as a result of unexpected
or unknown factors, events or liabilities, (5) reputational risk and the
reaction of the parties' customers to the Merger and the Branch Divestiture, (6)
the risk that the cost savings and any revenue synergies from the Merger may not
be realized or take longer than anticipated to be realized, (7) general
competitive, economic, political and market conditions, and (8) difficulties
experienced in the integration of the businesses. Additional factors which could
affect the forward-looking statements can be found in reports filed with the
Securities and Exchange Commission (SEC) by First Citizens and available on the
SEC's website at http://www.sec.gov. Except as may be required by applicable
law, First Citizens undertakes no obligation to update or revise any
forward-looking statements contained in this communication, which speak only as
of the date hereof, whether as a result of new information, future events or
otherwise.
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