BATON ROUGE, La., Jan. 22, 2020 (GLOBE NEWSWIRE) — Business First Bancshares, Inc. (“Business First”) (BFST), the captivation aggregation for b1BANK, and Pedestal Bancshares, Inc. (“Pedestal”) today accordingly appear the signing of a absolute acceding beneath which Business First will access Pedestal and its wholly endemic coffer subsidiary, Pedestal Bank. On a pro forma abject as of December 31, 2019, the accumulated academy would accept been the 3rd better Louisiana-headquartered bank, with absolute assets of about $3.5 billion.
“This is a transformative, franchise-building befalling for our company,” said Jude Melville, President and CEO of Business First. “Pedestal Coffer has for abounding years been a well-managed, aerial assuming adversary of ours, and teaming up with them grows our bazaar share, broadens our actor base, and strengthens our already abysmal aptitude pool. It’s the abutting footfall in our adventure to be our region’s coffer of choice.”
As of December 31, 2019, Business First had absolute assets of $2.3 billion, absolute loans of $1.7 billion, absolute deposits of $1.8 billion and absolute shareholders’ disinterestedness of $285.1 million, compared to Pedestal’s estimated $1.2 billion in absolute assets, $0.9 billion in absolute loans, $1.0 billion in absolute deposits and $147.8 actor in shareholders’ equity. Pedestal Bank, which was founded in 1999, is headquartered in Houma, Louisiana and operates 22 branches beyond southern Louisiana. For the budgetary year 2019, Pedestal Coffer appear pre-tax balance of about $20.5 million. Afterward the achievement of the transaction, Business First will fix the admeasurement of its lath of admiral at fourteen members, which will be comprised of ten accepted Business First admiral and four accepted Pedestal directors. In addition, Pedestal Bank’s President and CEO, Mark Folse, will backpack to Baton Rouge to accompany b1BANK’s controlling team. “Over the aftermost 20 years, Pedestal Coffer has congenital its success and acceptability on consistently appetite to beat our customer’s expectations,” said Folse. “We accept this affiliation is a absolute move that is constant with our afterward of acceptable not alone the chump experience, but additionally the communities we serve. Over the years we accept congenital relationships with the administration aggregation at Business First, and I am assured that our agreeing access to chump service, agent relations, and the conception of actor bulk will present absolute opportunities for all involved.”
Under the acceding of the alliance agreement, which has been absolutely accustomed by the lath of anniversary company, Pedestal’s shareholders will accept banknote application of about $21.8 million, which will be in the anatomy of a pre-closing, tax-free administration to Pedestal’s shareholders, and about 7.6 actor shares of Business First’s accepted stock. Afterward the achievement of the transaction, above Pedestal shareholders will own about 36 percent of the accumulated company. Based on Business First’s 20-day accumulated abounding boilerplate bulk of $24.88 as of January 21, 2020, the transaction is admired at about $211.2 actor in the aggregate. The alliance acceding contains accepted representations and warranties and covenants by Pedestal and Business First, and is accountable to accepted closing conditions, including approval by Pedestal’s and Business First’s corresponding shareholders and the cancellation of accepted authoritative approvals. The transaction is accepted to abutting as aboriginal as the added division of 2020.
Raymond James & Associates, Inc. acted as cyberbanking adviser to Business First and Alston & Bird, LLP acted as acknowledged adviser to Business First. Stephens Inc. acted as cyberbanking adviser to Pedestal and Fenimore, Kay, Harrison & Ford, LLP acted as acknowledged adviser to Pedestal.
For added advice apropos the transaction, an Investor Presentation has been filed with the Aegis and Exchange Commission (SEC) and may be accessed, at no charge, on the SEC’s website at www.sec.gov and at BFST’s website at www.b1BANK.com.
About Business First Bancshares, Inc.
Business First Bancshares, Inc., through its cyberbanking accessory b1BANK, operates 26 cyberbanking centers, in markets beyond Louisiana and Texas. b1BANK provides bartering and claimed banking, treasury management, and abundance solutions casework to baby to midsize businesses and their owners and employees. Visit www.b1BANK.com for added information.
Statements in this columnist absolution may not be based on absolute facts and may be “forward-looking statements” aural the acceptation of the Private Balance Litigation Reform Act of 1995. These advanced statements may be articular by advertence to approaching period(s) or by the use of advanced terminology, such as “anticipate,” “estimate,” “expect,” “foresee,” “may,” “might,” “will,” “would,” “could” or “intend,” approaching or codicillary verb tenses, and variations or negatives of such terms. These advanced statements include, after limitation, statements apropos to (i) the accepted appulse of the proposed transaction amid Business First and Pedestal (the “Proposed Transaction”) on the accumulated entities’ operations, cyberbanking condition, and cyberbanking results, (ii) expectations apropos the adeptness of Business First to auspiciously accommodate the accumulated businesses, and (iii) the bulk of bulk accumulation and added allowances that are accepted to be accomplished as a aftereffect of the Proposed Transaction. Readers are cautioned not to abode disproportionate assurance on the advanced statements independent in this columnist absolution because absolute after-effects could alter materially from those adumbrated in such advanced statements due to a array of factors. These factors, include, but are not bound to, the adeptness to access authoritative approvals and accommodated added closing altitude appropriate to complete the Proposed Transaction, including all-important approvals by Business First’s and Pedestal’s corresponding shareholders, on the accepted acceding and schedule, adjournment in closing the Proposed Transaction, difficulties and delays in amalgam the Pedestal businesses or absolutely acumen bulk accumulation from and added advancing allowances of the Proposed Transaction, business disruption during and afterward the Proposed Transaction, changes in absorption ante and basic markets, inflation, chump accepting of the accumulated business’s articles and services, and added accident factors. Added accordant accident factors may be abundant from time to time in Business First’s columnist releases and filings with the Balance and Exchange Commission (SEC). All advanced statements, bidding or implied, included in this columnist absolution are especially able in their absoluteness by the cautionary statements independent or referred to herein. Any advanced account speaks alone as of the date of this columnist release, and neither Business First nor Pedestal undertake any obligation, and anniversary accurately declines any obligation, to alter or amend these advanced statements, whether as a aftereffect of new information, approaching developments or otherwise.
Additional Advice and Where to Find It
This columnist absolution does not aggregate an action to advertise or the address of an action to buy any balance or a address of any vote or approval with account to the Proposed Transaction. No action of balance shall be fabricated except by agency of a announcement affair the requirements of the Balance Act of 1933, as amended, and no action to advertise or address of an action to buy shall be fabricated in any administration in which such action or address would be unlawful.
In affiliation with the Proposed Transaction, Business First will book with the SEC a allotment account on Anatomy S-4 (the “Registration Statement”) that will accommodate a collective proxy account of Business First and Pedestal and a announcement of Business First (the “Joint Proxy Statement-Prospectus”), and Business First may book with the SEC added accordant abstracts apropos the Proposed Transaction. The absolute Collective Proxy Statement-Prospectus will be provided to the shareholders of Business First and Pedestal as appropriate by applicative law. Shareholders are apprenticed to apprehend the Allotment Account and the Collective Proxy Statement-Prospectus apropos the Proposed Transaction anxiously and in their absoluteness back they become accessible and any added accordant abstracts filed with the SEC by Business First, as able-bodied as any amendments or supplements to those documents, because they will accommodate important advice about the Proposed Transaction.
Free copies of the Collective Proxy Statement-Prospectus, as able-bodied as added filings absolute advice about Business First, may be acquired at the SEC’s Internet armpit (www.sec.gov), back they are filed by Business First. You will additionally be able to access these documents, back they are filed, chargeless of charge, from Business First at www.b1BANK.com. Copies of the Collective Proxy Statement-Prospectus can additionally be obtained, back it becomes available, chargeless of charge, by administering a appeal to Business First Bancshares, Inc., 500 Laurel Street, Suite 101, Baton Rouge, LA 70801, Attention: Corporate Secretary, Telephone: 225-248-7600 or to Pedestal Bancshares, Inc., 1300 W. Tunnel Blvd., Houma, LA 70360, Attention: Corporate Secretary, Telephone: 985-858-5220.
Participants in the Address
Business First, Pedestal and assertive of their directors, controlling admiral and advisers may be accounted to be participants in the address of proxies from the shareholders of Business First and Pedestal in affiliation with the Proposed Transaction. Advice about Business First’s admiral and controlling admiral is accessible in its proxy account for its 2019 anniversary affair of shareholders, which was filed with the SEC on May 1, 2019. Advice apropos all of the bodies who may, beneath the rules of the SEC, be accounted participants in the proxy address and a description of their absolute and aberrant interests, by aegis backing or otherwise, will be independent in the Collective Proxy Statement-Prospectus pertaining to the Proposed Transaction and added accordant abstracts to be filed with the SEC back they become available. Chargeless copies of these abstracts may be acquired as declared in the above-mentioned paragraph.
Misty Albrecht [email protected]
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