Search the web
Welcome, Guest
[Sign Out, My Account]

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
CSFL > SEC Filings for CSFL > Form 8-K on 5-Jun-2014All Recent SEC Filings

Show all filings for CENTERSTATE BANKS, INC.



Entry into a Material Definitive Agreement, Financial Statements and Exhi

Item 1.01. Entry Into a Material Definitive Agreement.

On June 5, 2014, CenterState Banks, Inc. (the "Company") announced that its wholly owned subsidiary, CenterState Bank of Florida, N.A. ("CSB" or "Seller"), entered into a Purchase and Assumption Agreement (the "Agreement") with Fidelity Bank ("Fidelity Bank" or "Buyer"), a Georgia bank, whereby Fidelity Bank has agreed to purchase, and CSB has agreed to sell, five branch offices recently acquired by CSB pursuant to the Company's June 1, 2014 acquisition of First Southern Bancorp, Inc. Under the terms of the Agreement, Fidelity Bank will assume substantially all of the customer deposits at the five branch offices, as well as the customer deposits of one other branch office of CSB.

The five branch offices to be acquired by Fidelity Bank are located at the following addresses:

110 A1A North, Ponte Vedra Beach, Florida 32082;

10024 San Jose Blvd., Jacksonville, Florida 32257;

3505 West Lake Mary Boulevard, Lake Mary, Florida 32746;

2494 Enterprise Road, Orange City, Florida 32763; and

12901 West Colonial Drive, Winter Garden, Florida 34787.

In addition, Fidelity Bank will assume substantially all of the customer deposits of CSB's leased branch office located at 709 S. Ponce de Leon Blvd., St. Augustine, Florida 32084. The deposits will be moved by Fidelity Bank to a new branch office located in St. Augustine, Florida, and CSB will close the existing leased branch office.

The purchase price will be approximately $6.5 million for the five branch offices and a premium of 1.5% for the approximately $200 million deposit balances assumed by the Buyer from all six branch offices. CSB is not selling, and Fidelity Bank is not purchasing, any loans in the transaction.

The consummation of the transaction is subject to customary regulatory approvals and is expected to close in September 2014. The Company will not recognize an accounting gain or loss on the transaction.

The foregoing summary of the Agreement is not complete and is qualified in its entirety by reference to the full text of the Agreement, a copy of which is attached hereto as Exhibit 2.1 and is incorporated herein by reference.

Statements made in this Current Report on Form 8-K, other than those concerning historical financial information, may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and are subject to risks and uncertainties. These forward-looking statements include, without limitation, statements regarding the Company's expectations concerning its financial condition, including the effects of Fidelity Bank's purchase of the acquired branch offices and assumption of the deposits and the final determination of the assets and liabilities to be purchased and assumed by Fidelity Bank and their respective valuations. Potential risks and uncertainties include, but are not limited to, the risk of not receiving required regulatory approvals and changes in local and national economic conditions. Accordingly, actual results may differ materially from those in such forward-looking statements.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit 2.1    Purchase and Assumption Agreement dated as of June 4, 2014 between
               Fidelity Bank, a Georgia bank, and CenterState Bank of Florida,
               N.A., a national bank.

  Add CSFL to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for CSFL - All Recent SEC Filings
Copyright © 2015 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.