Transaction Announcement

OLSEN PALMER ADVISES FIRST STATE CAPTIAL CORPORATION, M&F BANCORP, INC. IN MERGER-OF-EQUALS

First State Capital Corporation (“FSCC”), parent of First State Bank (“FSB”), and M&F Bancorp, Inc. (“MFB”), parent of Merchants & Farmers Bank (“M&F”), jointly announced a definitive agreement under which FSCC will merge with MFB and M&F through an all-stock merger with FSCC and M&F as the surviving entities.

Olsen Palmer LLC served as financial advisor to both First State Capital Corporation and M&F Bancorp, Inc.

The merger will form a combined community banking franchise with assets of approximately $230 million, deposits of $205 million, and loans of $120 million.

The transaction, which is expected to close in the second or third quarter of 2021, remains subject to customary approval by shareholders and applicable regulatory authorities as well as the satisfaction of other customary closing conditions provided in the merger agreement.

Olsen Palmer is the #2 bank M&A advisor nationwide according to S&P Global, based on number of whole-bank M&A deals advised upon in 2020.

TRANSACTION ANNOUNCEMENT (PDF)

OLSEN PALMER ADVISES DEWITT FIRST BANKSHARES CORPORATION IN ITS AGREEMENT TO BE ACQUIRED BY SOUTHERN BANCORP, INC.

DeWitt First Bankshares Corporation, parent company of Arkansas County Bank, has entered into an agreement to be acquired by Southern Bancorp, Inc., parent company of Southern Bancorp Bank.

Olsen Palmer LLC served as exclusive financial advisor and issued a fairness opinion to DeWitt First Bankshares Corporation.

Dover Dixon Horne, PLLC served as legal advisor to DeWitt First Bankshares Corporation while Friday, Eldredge & Clark, LLP served as legal advisor to Southern Bancorp, Inc.

The transaction, which is subject to customary regulatory and shareholder approvals, is expected to close in the second quarter of 2021.

Upon completion of the proposed transaction, Southern Bancorp will increase the number of its branch locations to 52 and will have total assets in excess of $1.8 billion.

Olsen Palmer is the #2 bank M&A advisor nationwide according to S&P Global, based on number of whole-bank M&A deals advised upon in 2020.

TRANSACTION ANNOUNCEMENT (PDF)

OLSEN PALMER ADVISES AMERICAN BANCSHARES CORP. IN ITS SALE TO CITIZENS BANCORP INVESTMENT, INC.

American Bancshares Corp. (“American”), parent company of American Bank & Trust of the Cumberlands, and Citizens Bancorp Investment, Inc. (“Citizens”), parent company of Citizens Bank of Lafayette, have completed their transaction to merge American with and into Citizens.

Olsen Palmer LLC served as exclusive financial advisor and issued a fairness opinion to American Bancshares Corp.

American Bank & Trust has become a part of Citizens Bank of Lafayette while American Bank & Trust’s offices continue to operate under their current name for a period of time. The combined bank now has total assets of approximately $1.3 billion and 22 banking locations and has become the 18th largest bank based in Tennessee as ranked by total assets.

The transaction has been unanimously approved by the boards of directors of Citizens and American and additionally has been approved by American shareholders and applicable regulators. The transaction was announced on July 9, 2020 and closed on November 30, 2020.

Olsen Palmer LLC is ranked as the #2 bank M&A advisor nationwide according to S&P Global, based on the number of whole-bank M&A transactions advised upon in 2020.

If you have any questions or would like additional information, please feel free to contact me at 202-627-2043 or colsen@olsenpalmer.com.

DOWNLOAD TRANSACTION ANNOUNCEMENT (PDF)

OLSEN PALMER ADVISED ESCAMBIA COUNTY BANK IN ITS SALE TO AMERIFIRST BANK

Escambia County Bank (“ECB”) has been acquired by USAL Bancorp, Inc., parent company of AmeriFirst Bank (“AmeriFirst”).

Olsen Palmer LLC served as exclusive financial advisor and issued a fairness opinion to Escambia County Bank.

In connection with the transaction, ECB shareholders were issued a one-time special cash dividend prior to closing and received cash consideration from AmeriFirst which was subject to adjustments and certain requirements. Valuation multiples and the consideration value were not publicly disclosed.

The transaction, which was approved unanimously by each company’s Board of Directors, also received approval from ECB’s shareholders and applicable regulators.

As  result of the transaction, AmeriFirst Bank now has total assets in excess of $280 million and a total of 5 branches.

Olsen Palmer LLC is the #2 bank M&A advisor nationwide according to S&P Global, based on the number of whole-bank M&A transactions advised upon in 2020 year-to-date.

DOWNLOAD TRANSACTION (PDF)

OLSEN PALMER ADVISED CITIZENS BANK IN ITS SALE TO BANK OF HOLLY SPRINGS

Marshall Financial Corporation (“MFC”), parent company of Citizens Bank, has been acquired by Holly Springs Bancshares, Inc. (“HSBI”), parent company of Bank of Holly Springs.

Olsen Palmer LLC served as exclusive financial advisor and issued a fairness opinion to Marshall Financial Corporation.

In connection with this transaction, MFC shareholders received cash consideration and were also issued a one-time special cash dividend prior to closing, which was subject to adjustments and certain requirements as more fully described in the Agreement.

Citizens Bank’s President and CEO has joined Bank of Holly Springs’ management team as a result of the merger.

The transaction, which was approved unanimously by each company’s Board of Directors, also received approval from MFC’s shareholders and applicable regulators.

Olsen Palmer LLC is the #2 bank M&A advisor nationwide according to S&P Global, based on the number of whole-bank M&A transactions advised upon in 2020 year-to-date.

TRANSACTION ANNOUNCEMENT (PDF)