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FB Financial Closes USD 611m Acquisition of Franklin Financial
Thursday 20 February 2020

20 February 2020 - Tennessee, US-based bank holding company FB Financial Corp. (NYSE: FBK), parent company of FirstBank, and Franklin Financial Network, Inc. (NYSE: FSB), parent company of Franklin Synergy Bank, have closed a deal under which Franklin was merged with and into FB Financial to enhance operations in the Nashville MSA, the company said.

According to the terms of the merger agreement, Franklin shareholders will receive 0.9650 shares of FB Financial common stock and USD 2.00 in cash for each share of Franklin stock.

Based on FB Financial's closing price of USD 38.80 per share as of January 17, 2019, the implied transaction value is approximately USD 611m in the aggregate or USD 39.44 per share.

Following the transaction, FB Financial will establish a primary operations centre and its mortgage headquarters for the combined company at Franklin's existing corporate headquarters in downtown Franklin, Tennessee.

The combination provides FB Financial meaningful earnings accretion, while remaining neutral on tangible book value per share.

FB Financial Corp. (NYSE: FBK) is a bank holding company that operates through its wholly owned banking subsidiary, FirstBank, the third largest Tennessee-headquartered bank, with 68 full-service bank branches across Tennessee, North Alabama and North Georgia.

Franklin Financial Network, Inc. (NYSE: FSB) is a financial holding company headquartered in Franklin, Tennessee.

The company's wholly owned bank subsidiary, Franklin Synergy Bank, provides a full range of banking and related financial services with a focus on service to small businesses, corporate entities, local governments and individuals.

J.P. Morgan Securities LLC served as financial advisor to FB Financial Corp., and Wachtell, Lipton, Rosen and Katz served as legal advisor. Evercore served as financial advisor to Franklin Financial Network, Inc., and Alston and Bird LLP served as legal advisor.
Date Published: 20/02/2020
Target: Franklin Financial Network, Franklin Synergy Bank
Country: USA
Deal Size: 611m (USD)
Sector: Banking/Financial Services
Type: Corporate acquisition
Financing: Cash and Stock
Status: Closed
Buyer: FB Financial Corp
Buyer Advisor: J.P. Morgan Securities , Wachtell, Lipton, Rosen and Katz