Carolina Financial Corporation signed a definitive agreement to acquire Congaree Bancshares Inc. for approximately $15 million.
The transaction is subject to customary closing conditions, including regulatory approvals and Congaree Bancshares, Inc. shareholder approval, registration statement effectiveness and approval of listing of issued shares on the exchange. The agreement has been unanimously approved by the Boards of Directors of both companies and is anticipated to close in the second quarter of 2016. As announced on April 22, 2016, the transaction has received regulatory approval and is expected to close in early June, 2016. On June 8, 2016, the transaction was approved by shareholders of Congaree Bancshares. Carolina Financial Corporation anticipates this transaction will be immediately accretive to earnings per share (before acquisition costs) with tangible book value per share recovered in less than three years.
B.T. Atkinson of Nelson Mullins Riley & Scarborough LLP acted as the legal advisor for Carolina Financial Corporation. BSP Securities, LLC acted as fairness opinion provider and received $0.02 million and William L. Pitman of Smith Moore Leatherwood, LLP acted as the legal advisor for Congaree Bancshares, Inc. Computershare Limited acted as transfer agent and registrar for Carolina Financial. Regan & Associates, Inc. acted as proxy solicitor for Congaree Bancshares and received a fee of $0.01 million.