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LION > SEC Filings for LION > Form 8-K on 5-Jun-2014All Recent SEC Filings

Show all filings for FIDELITY SOUTHERN CORP

Form 8-K for FIDELITY SOUTHERN CORP


5-Jun-2014

Entry into a Material Definitive Agreement, Other Events, Financial Statem


Item 1.01 Entry into a Material Definitive Agreement.

On June 4, 2014, Fidelity Bank (the "Bank"), the wholly-owned banking subsidiary of Fidelity Southern Corporation ("Fidelity"), entered into a Purchase and Assumption Agreement (the "Agreement") with CenterState Bank of Florida, N.A. ("CSB"), pursuant to which the Bank has agreed to purchase, and CSB has agreed to sell, five branch offices recently acquired by CSB pursuant to its holding company's acquisition of First Southern Bancorp, Inc. Under the terms of the Agreement, the Bank will also assume substantially all of the customer deposits at the five branch offices.

The five branch offices to be acquired by the 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, the 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 the 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 $6.5 million for the five branch offices and a premium of 1.5% for the approximately $200 million deposit balances assumed by the Bank from all six branch offices. CSB is not selling, and the 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 foregoing summary of the Agreement is not complete and is qualified in its entirety by reference to the complete text of the Agreement, which is attached as Exhibit 2.1 to this Current Report and is incorporated herein by reference.



Item 8.01 Other Events.

On June 5, 2014, Fidelity issued a press release announcing the execution of the Agreement. A copy of the press release is attached as Exhibit 99.1 to this Current Report and is incorporated herein by reference.



Item 9.01 Financial Statements and Exhibits
(d) Exhibits

Exhibit No.    Description

    2.1        Purchase and Assumption Agreement dated as of June 4, 2014 by and
               between Fidelity Bank and CenterState Bank of Florida, N.A.

   99.1        Press Release, dated June 5, 2014


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