FRANKLIN FINANCIAL NETWORK, INC. (NYSE:FSB) Files An 8-K Entry into a Material Definitive AgreementItem 1.01.
On September29, 2017, Franklin Financial Network, Inc. (the “Company”) and Franklin Synergy Bank, a Tennessee banking corporation and wholly owned subsidiary of the Company (“FSB”), entered into Amendment No.3 (the “Amendment”) to the Agreement and Plan of Reorganization and Bank Merger dated December14, 2015 with Civic Bank& Trust (“Civic”), a Tennessee banking corporation (as amended by Amendment No.1 dated May9, 2016 and Amendment No.2 dated March30, 2017, the “Merger Agreement”), to amend the termination date set forth in the Merger Agreement. to the Amendment, either party may terminate the Merger Agreement if (i)the Company has not provided evidence to Civic that an application for approval of the merger has been filed with the Federal Reserve System on or before the earlier of November15, 2017 and the date that is 10 days after the Federal Reserve System notifies FSB that it may proceed with such filing, or (ii)the merger is not consummated on or before July1, 2018, or such later date as may be agreed upon in writing by the parties. In addition, Civic may terminate the Merger Agreement immediately upon notification from FSB that it has received notice from the Federal Reserve System that it may not proceed with filing an application for approval of the merger.
The foregoing summary of the Amendment does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Amendment, filed as Exhibit 2.1 to this Current Report on Form 8-K and incorporated herein by reference.
| Item 1.01. | Financial Statements and Exhibits. |
Franklin Financial Network Inc. ExhibitEX-2.1 2 d467465dex21.htm EX-2.1 EX-2.1 Exhibit 2.1 AMENDMENT NO. 3 TO THE AGREEMENT AND PLAN OF REORGANIZATION AND BANK MERGER THIS AMENDMENT NO. 3 (this “Amendment”) to the AGREEMENT AND PLAN OF REORGANIZATION AND BANK MERGER dated December 14,…To view the full exhibit click here
About FRANKLIN FINANCIAL NETWORK, INC. (NYSE:FSB)
Franklin Financial Network, Inc. is a financial holding company. Through its bank subsidiary, Franklin Synergy Bank (the Bank), a commercial bank, the Company provides a range of banking and related financial services. The Company focuses on the provision of services to small businesses, corporate entities, local governments and individuals. It operates through approximately 10 branches in Williamson and Rutherford counties within the Nashville metropolitan area. The Company’s loan portfolio consists of real estate loans, including construction and land development loans, commercial loans and residential loans; commercial and industrial, and consumer and other loans. The Company’s investment securities portfolio consists of both securities classified as available-for-sale and securities classified as held-to-maturity. The Company’s primary sources of funds include deposits.
