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Colony Bankcorp to Acquire SouthCrest Financial Group in USD 84m Deal
Thursday 22 April 2021

Georgia, US-based Colony Bankcorp, Inc. (NASDAQ: CBAN), the holding company for Colony Bank, and Georgia, US-based SouthCrest Financial Group, Inc. (OTC: SCSG), the holding company for SouthCrest Bank, N.A., have signed an agreement and plan of merger under which Colony has agreed to acquire 100% of the common stock of SouthCrest in a combined stock-and-cash transaction valued at approximately USD 84m, the companies said.

Upon completion of the transaction, Colony is expected to have approximately USD 2.4bn in assets, USD 1.4bn in loans, USD 2bn in deposits, and USD 165.8m in tangible common equity.

The transaction is expected to be meaningfully accretive to Colony's fully diluted earnings per share in year one, excluding transaction costs.

The agreement and plan of merger has been approved by the boards of directors of Colony and SouthCrest.

The closing of the transaction, which is expected to occur no later than 4Q21, is subject to customary conditions, including regulatory approval and approval by the shareholders of Colony and SouthCrest.

Under the terms of the deal, each SouthCrest shareholder will have the right to elect to receive either USD 10.45 in cash or 0.7318 shares of Colony's common stock in exchange for each share of SouthCrest common or preferred stock, subject to customary proration and allocation procedures such that approximately 27.5% of SouthCrest shares will be converted to cash consideration and the remaining 72.5% of SouthCrest shares will be converted to Colony common stock.

Based on Colony's closing stock price of USD 15.00 per share as of April 21, 2021, the value of the per share merger consideration is estimated to be USD 10.83.

Hovde Group, LLC, served as financial advisor and Fenimore, Kay, Harrison and Ford, LLP, provided legal counsel to Colony. Janney Montgomery Scott served as financial advisor to SouthCrest and Alston and Bird, LLP, served as its legal advisor.

Colony Bankcorp, Inc. is the bank holding company for Colony Bank. Founded in 1975 and headquartered in Fitzgerald, Georgia. Colony operates 29 locations throughout Georgia.

The Homebuilder Finance Division helps the local construction industry with building and construction loans, and the Small Business Specialty Lending Division assists small businesses with government guaranteed loans. The Bank also helps its customers achieve their goal of home ownership through Colony Bank Mortgage.

SouthCrest Financial Group, Inc. is a bank holding company with over USD 700m in assets, headquartered in Atlanta, GA.

The company operates a nine branch network throughout Georgia through its subsidiary bank, SouthCrest Bank, N.A.

The bank provides a full suite of retail, private, entrepreneurial, high-net-worth and commercial banking services, and online banking services.
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Date Published: 22/04/2021

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