Investar Holding Corporation (NASDAQ:ISTR) Files An 8-K Completion of Acquisition or Disposition of Assets

Investar Holding Corporation (NASDAQ:ISTR) Files An 8-K Completion of Acquisition or Disposition of Assets
Item 2.01 Completion of Acquisition or Disposition of Assets

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Effective December 1, 2017, Investar Holding Corporation (NASDAQ: ISTR) (“Investar”), the holding company for Investar Bank, completed its previously announced acquisition of BOJ Bancshares, Inc. (“BOJ”), the parent company for The Highlands Bank, Jackson, Louisiana.

The acquisition was completed to the terms of the Agreement and Plan of Reorganization (the “Merger Agreement”), dated August 4, 2017, by and among Investar, BOJ, and Investar Interim Corporation, a Louisiana corporation and wholly-owned subsidiary of Investar (“Merger Subsidiary”). to the Merger Agreement, BOJ was merged with and into the Merger Subsidiary, with the Merger Subsidiary as the surviving corporation. Immediately following the initial merger, the Merger Subsidiary was merged with and into Investar, with Investar as the surviving corporation and The Highlands Bank was merged with and into Investar Bank, with Investar Bank surviving the merger.

Under the terms of the Merger Agreement, all of the issued and outstanding shares of BOJ common stock were converted into the right to receive aggregate merger consideration consisting of: (i) an aggregate of $3,950,000 in cash and (ii) an aggregate of 799,559 shares of Investar common stock.

The foregoing description of the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the Merger Agreement, which was filed as Exhibit 2.1 to Investar’s Current Report on Form 8-K filed on August 7, 2017, and is incorporated herein by reference.

Item 8.01 Other Events

On December 1, 2017, Investar issued the press release attached hereto as Exhibit 99.1 and incorporated herein by reference announcing the completion of its acquisition of BOJ.

Item 9.01 Financial Statements and Exhibits

(a)Financial statements of businesses acquired.

Any financial statements required by this item will be filed by amendment to this Current Report on Form 8-K no later than 71 days after the date on which this Current Report on Form 8-K is required to be filed.

(b)Pro forma financial information.

Any pro forma financial information required by this item will be filed by amendment to this Current Report on Form 8-K no later than 71 days after the date on which this Current Report on Form 8-K is required to be filed.

(d)Exhibits


Investar Holding Corp Exhibit
EX-99.1 2 exhibit991pressreleaseacqu.htm EXHIBIT 99.1 Exhibit Exhibit 99.1Investar Holding Corporation Announces Completion of BOJ Bancshares,…
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About Investar Holding Corporation (NASDAQ:ISTR)

Investar Holding Corporation is financial holding company that conducts its operations through, Investar Bank (the Bank), which is a commercial bank. The Company offers a range of commercial and retail lending products throughout its market areas, including business loans to small to medium-sized businesses, as well as loans to individuals. It serves its primary markets of Baton Rouge, New Orleans, Hammond and Lafayette, Louisiana, and their surrounding metropolitan areas from its office located in Baton Rouge and from approximately 10 additional service branches. The Bank’s other banking services include cashiers’ checks, direct deposit of payroll and Social Security checks, night depository, bank-by-mail, automated teller machines with deposit automation and debit cards. The Company’s business lending products include owner-occupied commercial real estate loans, construction loans, and commercial and industrial loans, such as term loans, equipment financing and lines of credit.

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