The Company has evaluated all subsequent events through the date of this filing to ensure that this Form 10-Q includes appropriate disclosure of events both recognized in the financial statements as of September 30, 2014, and events which occurred subsequent to September 30, 2014 but were not recognized in the financial statements.

 

On October 20, 2014, the Company executed a definitive agreement and plan of merger (“Agreement’) with Metro Bancshares, Inc., a Georgia corporation (“Metro”), pursuant to which Metro will merge with and into the Company, with the Company as the surviving corporation (the “Merger”).

 

Under the terms of the Agreement, the Company will issue 636,720 shares of its common stock and pay approximately $22.8 million in cash for all outstanding shares of Metro common stock, subject to certain conditions and potential adjustments. The Agreement has been unanimously approved by the board of directors of each the Company and Metro. Subject to the approval of the Merger by Metro’s common stockholders, regulatory approvals and the satisfaction of customary closing conditions, the parties anticipate completing the Merger in the first quarter of 2015.

 

More information about this transaction is available in the Company’s press release dated October 20, 2014 and in its Form 8-K filed with the SEC on October 20, 2014.