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IEBS: shareholders of Independence Bancshares, Inc. (IEBS) shall have the right to receive $0.125 per share in cash as per the terms and conditions of the merger agreement.
FINRA deleted symbol:
http://otce.finra.org/DLDeletions
First Reliance Bancshares Enters Agreement to Acquire Independence Bancshares, Inc. (IEBS); Completes $25.1 Million Capital Raise
17 hours 10 minutes ago - DJNF
FLORENCE, S.C., Sept. 25, 2017 /PRNewswire/ -- First Reliance Bancshares, Inc. (OTC Pink: FSRL) ("First Reliance" or the "Company"), parent of First Reliance Bank, today announced the entry into a definitive agreement to acquire Independence Bancshares, Inc. ("Independence" or "IEBS") and its wholly-owned bank subsidiary, Independence National Bank, of Greenville, SC, which has approximately $90.0 million in assets and $76.1 million in deposits. Concurrent with the announcement of its entry into a definitive agreement to acquire IEBS, the Company also announced the closing of a private placement of common and non-voting preferred stock to various investors from which it received gross proceeds of $25.1 million.
Under the terms of the merger agreement, Independence shareholders will receive merger consideration in cash, for each share of IEBS. The transaction is currently valued at approximately $11.0 million based on a purchase price of $0.125 for each outstanding common share of IEBS, and includes the redemption of $8.425 million of Independence's convertible preferred stock at the redemption price of $1,000 per share. The Company expects to recover Independence's deferred tax assets and other related tax benefits totaling approximately $1.9 million. The transaction is expected to be slightly dilutive to First Reliance's 2018 tangible book value per share, including one-time transaction costs, and double-digit accretive to First Reliance's fully diluted earnings per share for 2018.
In making the announcement, First Reliance President and Chief Executive Officer, F.R. "Rick" Saunders said, "The capital raise will support the bank's simultaneously announced acquisition of Independence and expand the Company's footprint into the highly-attractive MSA of Greenville, South Carolina. Independence is one of the last locally-owned community banks in Greenville, SC, and a franchise with excellent core deposits and tremendous scarcity value. We are pleased to welcome our new clients/partners created by these two transactions and look forward to serving them with excellent customer service. The combined company will be well-positioned for continued growth and success in the Carolinas. The additional proceeds of the capital raise will be used to support the Company's continued organic growth as well as future strategic acquisitions."
Larry Miller, Interim Chief Executive Officer of Independence stated, "The Boards of Directors of Independence Bancshares and Independence National Bank, together with their executive officers, believe this merger provides us with an excellent opportunity to partner with a franchise that has significant momentum in the State of South Carolina and embodies the culture and core values of community banking that will enable us to continue delivering best in class products and service to our customers. This is a merger of two community banks that focus solely on community banking."
The combined company is expected to have approximately $532.9 million in assets, $369.3 million in gross loans, $432.4 million in deposits, 11 banking offices in South Carolina, and plans to open a loan production office in Winston Salem, North Carolina in October. The Boards of Directors of both companies, after extensive review and due diligence, have approved the merger transaction. The acquisition is expected to close early in the first quarter of 2018, subject to standard regulatory approvals, shareholder approvals from IEBS, as well as other customary conditions.
Hovde Group, LLC acted as lead financial advisor to the Company in its acquisition of Independence with Michael P. Corso serving as lead banker, and Haynsworth Sinkler Boyd, P.A. acted as legal counsel to the Company. FIG Partners, LLC served as Independence's financial advisor and Nelson Mullins Riley & Scarborough, LLP served as its legal advisor.
Hovde Group, LLC, also acted as the Company's sole placement agent in connection with its private placement capital offering and Nelson Mullins Riley & Scarborough, LLP acted as the Company's legal counsel for the offering.
An investor presentation regarding the acquisition has been placed on the Company's website at https://www.firstreliance.com/InvestorPresentations.
About First Reliance Bancshares, Inc.
First Reliance Bancshares, Inc. is the holding company for First Reliance Bank. The Bank was founded in 1999, employs approximately 141 highly-talented associates and serves the Columbia, Lexington, Charleston, Mount Pleasant, Summerville, Loris, North Myrtle Beach, and Florence markets in South Carolina. First Reliance Bank offers several unique customer programs which include a Hometown Heroes package of benefits for those who are serving our communities, Check 'N Save, a community outreach program for the unbanked or under-banked, a Moms First program, and an iMatter program targeted to young people. The Bank also offers a Customer Service Guaranty, a Mortgage Service Guaranty, FREE Coin Machines for customers to use, Mobile Banking, Mobile mortgage applications, and is open on most traditional bank holidays. Its commitment to making customers' lives better and the idea that "There's More to Banking Than Money" has earned the Bank a customer satisfaction rating of 95%. The common stock of First Reliance Bancshares, Inc. is traded under the symbol FSRL.OB. Additional information about the Company is available on the Company's web site at www.firstreliance.com.
Important Information
This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities. The securities sold in the offering have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any other jurisdiction and may not be offered or sold absent registration or an applicable exemption from the registration requirements under the Securities Act..
Cautionary Statement Regarding Forward-Looking Statements
This press release contains, among other things, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements regarding certain of the Company's goals and expectations with respect to the private placement, and (ii) statements preceded by, followed by, or that include the words "may," "could," "should," "would," "believe," "anticipate," "estimate," "expect," "intend," "plan," "projects," "outlook" or similar expressions. These statements are based upon the current belief and expectations of the Company's management team and are subject to significant risks and uncertainties that are subject to change based on various factors (many of which are beyond the Company's control). Although the Company believes that the assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove to be inaccurate. Therefore, the Company can give no assurance that the results contemplated in the forward-looking statements will be realized. The inclusion of this forward-looking information should not be construed as a representation by the Company or any person that the future events, plans, or expectations contemplated by the Company will be achieved. All subsequent written and oral forward-looking statements attributable to the Company or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above. The Company does not undertake any obligation to update any forward-looking statement to reflect circumstances or events that occur after the date the forward-looking statements are made, except as required by law.
Member FDIC
For more information:
Jeffrey A. Paolucci
Executive Vice President and Chief Financial Officer
(843) 656-5000
jpaolucci@firstreliance.com
View original content with multimedia:http://www.prnewswire.com/news-releases/first-reliance-bancshares-enters-agreement-to-acquire-independence-bancshares-inc-iebs-completes-251-million-capital-raise-300525185.html
SOURCE First Reliance Bancshares, Inc.
/Web site: http://www.firstreliance.com
(END) Dow Jones Newswires
September 25, 2017 17:30 ET (21:30 GMT)
First Reliance Bank Announces Merger
Posted on September 25, 2017
September 25, 2017, Florence, S.C. – First Reliance Bank recently announced they have entered into an agreement to acquire Independence National Bank a locally-owned community bank headquartered in Greenville, South Carolina which has approximately $90.0 million in assets, $76.1 million in deposits and three branch locations. The acquisition is expected to close early in the first quarter of 2018.
“We are a community bank buying a community bank with the goal to continue delivering the community banking model of developing strong relationships with our customers and providing an incredible experience. We are passionate about our purpose ‘to make the lives of our customers better’. We believe that if you achieve delivering your purpose and treat customers right, then financial results will follow.” said Rick Saunders, President and CEO. “We welcome our new customers and associates created by this merger and look forward to serving them with excellent customer service our brand of banking. First Reliance has always been a strong community partner in all our markets and we are excited to support the communities in Greenville.”
First Reliance has a clear business model which it delivers through a “hometown banking” brand, strong culture and core values of community banking. Customers seem to like this brand of banking as the bank has a high 95% Customer Satisfaction Score. Associates are passionate about delivering day in and day out on its tagline ‘There’s More to Banking than Money®’.
The bank plans to continue to grow organically and to look for expansion opportunities throughout the Southeast. It recently announced expansion into the Summerville, South Carolina market and has entered the Winston-Salem and Lexington North Carolina market with a Loan Production Office. As the bank grows, its operational areas primarily located in Florence, will continue to expand to support its business strategies.
https://www.firstreliance.com/press-releases/reliance-bank-announces-merger
Call Report for the Bank 3/31/17... $IEBS
Independence National Bank
https://www5.fdic.gov/idasp/confirmation_outside.asp?inCert1=57951
Call Report for the Bank 12/31/16... $IEBS
Independence National Bank
https://www5.fdic.gov/idasp/confirmation_outside.asp?inCert1=57951
$IEBS 0.17c Independence Bancshares, Inc. #Investors Info...
Greenville SC
Corporate
http://www.snl.com/IRW/CorporateProfile/4097408
http://www.otcmarkets.com/stock/IEBS/profile
Bank Subsidiary
Independence National Bank
https://www.independencenb.com/
http://www.ibanknet.com/scripts/callreports/getbank.aspx?ibnid=usa_3324994
FDIC
https://www5.fdic.gov/idasp/confirmation_outside.asp?inCert1=57951
Hopefully 2017 will be the year @.13 $IEBS Independence Bancshares, Inc.
http://www.otcmarkets.com/stock/IEBS/profile
https://finance.yahoo.com/quote/IEBS/key-statistics?p=IEBS
http://www.snl.com/IRW/CorporateProfile/4097408
Independence National Bank
https://www.independencenb.com/
Sleeping for now we shall see.
$IEBS..Independence Bancshares, Inc. FDIC Call Report
Independence National Bank
09/30 2016
FFIEC Call Report..
https://www5.fdic.gov/idasp/confirmation_outside.asp?inCert1=57951
https://finance.yahoo.com/quote/IEBS/key-statistics?p=IEBS
Proxies and annual meeting materials arrived via email.
Dear Fellow Shareholder:
We cordially invite you to attend the 2016 Annual Meeting of Shareholders of Independence Bancshares, Inc. (the “Company”),
the holding company for Independence National Bank (the “Bank”). At the meeting, we will report on our performance and answer
your questions. We hope that you can attend the meeting and reception and look forward to seeing you there.
This letter serves as your official notice that we will hold the meeting on November 16, 2016, at the office of our corporate
counsel, Nelson Mullins Riley & Scarborough LLP, 104 South Main Street, Suite 900, Greenville, South Carolina at 9:00 a.m. for the
following purposes:
Shareholders of record of our common stock or our convertible preferred stock, Series A at the close of business on September 27,
2016 are entitled to be present and to vote at the annual meeting. A complete list of these shareholders will be available at the
Company’s offices prior to the meeting. If your shares are held in “street name,” you will need to obtain a proxy form from the
institution that holds your shares in order to vote at the meeting.
Please use this opportunity to take part in the affairs of your Company by voting on the business to come before this meeting. Even
if you plan to attend the meeting, we encourage you to complete and return the enclosed proxy to us as promptly as possible.
1. To elect six nominees to serve on our board of directors;
2. To approve the compensation of our named executive officers (this is a non-binding advisory vote) (“say-on-pay”);
3. To ratify the appointment of Elliott Davis Decosimo, LLC as our independent registered public accounting firm for the year
ended December 31, 2016; and
4. To transact any other business that may properly come before the meeting or any adjournment of the meeting.
By order of the board of directors,
Robert B. Willumstad
Chairman of the Board
$IEBS..Independence Bancshares, Inc. FDIC Call Report
Independence National Bank
FFIEC Call Report..
https://www5.fdic.gov/idasp/confirmation_outside.asp?inCert1=57951
$IEBS 0.19c Independence Bancshares, Inc. Greenville SC currently doing business as Independence National Bank
#bankstock LOTTO..
http://www.snl.com/IRWebLinkX/corporateprofile.aspx?iid=4097408
http://www.otcmarkets.com/stock/IEBS/profile
http://banktracker.investigativereportingworkshop.org/banks/south-carolina/greenville/independence-national-bank/
FDIC Certificate#: 57951
https://research.fdic.gov/bankfind/detail.html?bank=57951&name=Independence National Bank&searchName=&searchFdic=&city=&state=&zip=&address=&tabId=2
http://www.sec.gov/cgi-bin/browse-edgar?CIK=0001311828&action=getcompany
OCC Terminates Consent Order (6/05/14)
On June 5, 2014, the Board of Directors of Independence National Bank, the subsidiary of Independence Bancshares, Inc., received an Order Terminating the Consent Order indicating that the bank’s Consent Order with the Office of the Comptroller of the Currency dated November 14, 2011 (the "Consent Order") was terminated by such agency effective June 4, 2014.
See the Company’s Current Report on Form 8-K filed on November 18, 2011 for more information regarding the Consent Order.
http://www.sec.gov/Archives/edgar/data/1311828/000114544314000849/0001145443-14-000849-index.htm
IEBS wow! nice move!
Yep, been watching lately. It hit 2.75. My last few, from under .10, sold a couple of months back.
Geesh, just noticed this hit 2.50 today. Wow, I sold out way too early but still made nice bank on it....was buying .01-.05 area...
This company has come a long way. They brought in heavy hitters, and the e-payment thing applied to the market value of other companies in this space could make this H U G E. Moving forward.
IEBS is already up by 100%.now it is ai 122%
You like it, huh? Caught this in the .04-.05 range a couple of years ago . Did well. You saw they recently did some PP at .80? Weeeeeeeeeeeee
gee this is a winner. Wonder if this is the one they were e fir ing to?
Anyone read the latest SEC S1 filing? Looks like management has some very ambitious plans. Very interesting.
$14 mil at .80 is massive.
New capital, new leadership and a buy in at way more than the bid. Shows a lot of confidence in their business plans. Be nice to see how they polish this gem :)
They're from a private placement. I wondered when they would do some equity fund raising from their AS increase last year. .80 per share is pretty darn good. Sold 18 million shares worth 14 million dollars.
Loads of SEC Form 4 filings today. Insiders bought at 80 cents!
Nice 15k block yesterday :)
Any comments on that last SEC filing? Looks like they are trying to raise some restricted capital, $15MM worth. My view is that it's a positive? Anyone know more?
Nice to see the 40 cents! Got the quarterly mailing from the company, it does look like progress is being made here. With such a small market cap, your dollar goes far in share ownership. Hope people haven't all given up.
Looks like liquidity is improving here, and progress being made? The tier ratios seem ok still, but the nice thing is seeing the cash on the balance sheets, or am I missing something?
Lol. That would be funny.
1.08 ask. I just might have to tap that for the hell of it, to see how great my account looks. This one's day may be coming any minute now.
That's okay. At some point its going again. I'll wait.
Guess I woke up the whackers....LOL
10Q will be out in a few weeks. Maybe some anticipation. They have been turning this around.
.25 x .40, thin
Nice bid too. Looks like someone wants $4500 worth.
IEBS, getting some hits this am....
IEBS 10-Q out - income 9 cents a share for the quarter!
IEBS 10-Q
Little $480 ask slap to start the morning.
Current market cap is $458k, and they have over 8 million in equity. Unreal.
Thanks for pointing that out. Hopefully they will continue their progress here and get this sad stock price behind them.
Investor Relations page was updated recently;
http://www.snl.com/IRWebLinkX/corporateprofile.aspx?iid=4097408
Ready to see that bid start pushing up again.
It certainly will not take much.
Bids have moved up a good bit too, 1 each at .20, .151, .15, and 2 at .12. It did this the last time prior to pushing up .89s.
Guess not, lol. Bunch of little taps, but slowly moving the PPS up.
More little taps here. Guess my lowball bid won't get filled lol.
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