State Bank Financial Corporation (NASDAQ:STBZ) Files An 8-K Completion of Acquisition or Disposition of Assets

State Bank Financial Corporation (NASDAQ:STBZ) 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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Explanatory Note

On October 02, 2017, State Bank Financial Corporation (the "Company") filed a Current Report on Form 8-K (the “Initial Report”) announcing the consummation of its merger with AloStar Bank of Commerce ("AloStar"), to the Agreement and Plan of Merger dated as of June 15, 2017 by and amount the Company, State Bank and Trust Company, AloStar and State Bank Interim Corp.

The Initial report noted that the financial statements required by Item 9.01(a) and the unaudited pro forma financial information required by Item 9.01(b) would be filed by amendment as soon as practicable, but no later than 71 calendar days after the date on which the Company’s Initial Report was required to be filed. We hereby amend the Initial Report to provide the financial statements required by Item 9.01(a) and the pro forma information required by Item 9.01(b) of Form 8-K. No other modifications to the Initial Report are being made by this amendment. This amendment should be read in conjunction with the Initial Report.

Item 9.01. Financial Statements and Exhibits

(a)Financial Statements of Business Acquired

The audited consolidated financial statements of AloStar as of and for the year ended December, 31 2016 and the unaudited consolidated financial statements of AloStar as of and for the three and six months ended June 30, 2017 and 2016 are attached hereto as Exhibits 99.1 and 99.2, respectively.

(b)Pro Forma Financial Information

The unaudited pro forma financial information of the Company and AloStar as of and for the six months ended June 30, 2017 and for the year ended December 31, 2016, in each case reflecting the merger on a pro forma basis, is attached hereto as Exhibit 99.3.

(d) Exhibits

ExhibitNo.

Exhibit

Agreement and Plan of Merger by and among State Bank Financial Corporation, State Bank and Trust Company, AloStar Bank of Commerce and State Bank Interim Corp. dated June 15, 2017 (previously filed as Exhibit 2.1 to the Company's Current Report on Form 8-K, filed on June 15, 2017, and incorporated herein by reference)

Consent of KPMG LLP, Independent Auditor of AloStar

Audited Consolidated Financial Statements of AloStar as of and for the year ended December 31, 2016

Unaudited Consolidated Financial Statements of AloStar as of and for the three and six months ended June 30, 2017 and 2016

Unaudited Pro Forma Condensed Combined Financial Information of State Bank Financial Corporation and AloStar

*Schedules and similar attachments have been omitted to Item 601(b)(2) of Regulation S-K. The registrant will furnish supplementally a copy of any omitted schedules or similar attachment to the SEC upon request.


STATE BANK FINANCIAL CORP Exhibit
EX-23.1 2 alostarbankofcommerceconse.htm EXHIBIT 23.1 Exhibit Consent of Independent Registered Public Accounting FirmWe consent to inclusion on Form 8-K of State Bank Financial Corporation of our report dated March 31,…
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About State Bank Financial Corporation (NASDAQ:STBZ)

State Bank Financial Corporation is a bank holding company for State Bank and Trust Company (the Bank). The Bank is a Georgia-based state-chartered bank. The Company offers a range of community banking services to individuals and businesses within its markets. Its product line includes loans to small and medium-sized businesses (SMBs), residential and commercial construction and development loans, commercial real estate loans, farmland and agricultural production loans, residential mortgage loans, home equity loans, and consumer loans. It also offers a range of commercial and consumer demand, savings and time deposit products. The Company offers online banking and bill payment services, online cash management, safe deposit box, rentals, debit card and automatic teller machine (ATM) card services, and the availability of a network of ATMs for its customers. It operates over 25 full service banking offices.

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