Necessary Regulatory Approvals Also Received
Merger will Create 4th Largest Community Bank Headquartered in Nashville MSA
with $1.5 Billion in Assets
Brentwood and Columbia, Tenn. – (Dec.15, 2017) – Commerce Union Bancshares, Inc. (“Commerce Union”) (Nasdaq: CUBN), the parent company for Reliant Bank, and Community First, Inc. (“Community First”), the parent company for Community First Bank & Trust, announced today that their shareholders have voted to approve the respective proposals submitted to their shareholders related to the merger of the two companies. The two companies also announced that all regulatory approvals required for the proposed transaction have been received. Subject to the satisfaction or waiver of the remaining conditions to closing contained in the merger agreement, the transaction is expected to close effective January 1, 2018. At closing, Commerce Union will merge Community First Bank & Trust with and into Reliant Bank, and the combined bank will operate as Reliant Bank.
Commerce Union’s shareholders have also approved an amendment to the company’s charter to change the company’s name to “Reliant Bancorp, Inc.” The name change is expected to be effective December 31, 2017, and the company’s stock will begin trading under the new ticker symbol “RBNC” on January 2, 2018.
The merger will create the fourth largest community bank by assets headquartered in the Nashville-Davidson-Murfreesboro-Franklin, TN Metropolitan Statistical Area (“Nashville MSA”), based upon financial data as of September 30, 2017. On a pro forma basis as of September 30, 2017, the combined company will have assets of approximately $1.5 billion, deposits of approximately $1.3 billion, and gross loans of approximately $1.1 billion, and will operate 15 branches, two loan and deposit production offices, and two mortgage services locations throughout Middle Tennessee and Chattanooga.
DeVan D. Ard, Jr., Chairman, President, and Chief Executive Officer of Commerce Union, commented, “Shareholders of Commerce Union and Community First overwhelmingly approved the merger-related proposals, and we welcome the opportunity to serve an expanded base of customers in Maury and Hickman Counties.”
“I’m also pleased to announce the holding company name change to Reliant Bancorp, Inc. This is another step towards brand synergy, and I’m thrilled to have our stock begin trading under the new ticker symbol ‘RBNC’ on January 2, 2018. We will continue to build the Reliant brand across our markets and remain committed to building long-term value for our shareholders,” concluded Ard.
Commenting on Community First shareholder approval of the merger, Louis Holloway, Chief Executive Officer of Community First, said, “Our shareholders’ approval of the merger agreement highlights the growth opportunities that we believe will be realized by joining forces with Reliant Bank. The Reliant brand is an excellent fit for our organization, and we expect to leverage the combined operational excellence of our two companies to benefit our customers, employees, and shareholders. Since the merger was announced earlier this year, we have worked closely with the transition team at Reliant and are excited about joining their team in 2018.”
Under the terms of the definitive agreement, shareholders of Community First will receive 0.481 shares of Commerce Union common stock for each share of Community First common stock, which equates to a value of $11.81 per share, or approximately $59.4 million in the aggregate, based on Commerce Union’s closing price of $24.55 as of December 14, 2017. Louis Holloway is expected to join the Reliant Bancorp and Reliant Bank executive management team as Chief Operating Officer, Jim Bratton is expected to assume the role of Maury County Market President for Reliant Bank, and Mr. Holloway and two other current Community First board members are expected to join the Reliant Bancorp, Inc. and Reliant Bank boards of directors.
DeVan Ard, Chairman, President and Chief Executive Officer, Commerce Union Bancshares, Inc. (615.221.2020)