8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 23, 2018

 

 

EQUITY BANCSHARES, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Kansas   001-37624   72-1532188

(State or other jurisdiction of

incorporation or organization)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

7701 East Kellogg Drive, Suite 300

Wichita, KS

  67207
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: 316.612.6000

Former name or former address, if changed since last report: Not Applicable

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

☒ Emerging growth company

☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act

 

 

 


Item 7.01

Regulation FD Disclosure.

On August 23, 2018, Equity Bancshares, Inc. (the “Company”) completed its acquisition of City Bank and Trust Company (“City Bank”) through the merger of City Bank with and into Equity Bank, with Equity Bank surviving. The press release announcing the closing is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

As provided in General Instruction B.2 to Form 8-K, the information set forth in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and such information shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits.

 

Exhibit
Number
  

Description

99.1    Press Release issued by Equity Bancshares, Inc., dated August 23, 2018.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

      Equity Bancshares, Inc.
DATE: August 24, 2018     By:  

/s/ Gregory H. Kossover

      Gregory H. Kossover
      Executive Vice President and Chief Financial Officer
EX-99.1

Exhibit 99.1

EQUITY BANCSHARES, INC.

PRESS RELEASE – 8/23/2018

 

Equity Bancshares, Inc. Completes Acquisition of City Bank & Trust of Guymon, Oklahoma

City Bank location now part of Equity Bank’s 49 full-service bank locations

WICHITA, Kansas, August 23, 2018 – Equity Bancshares, Inc. (NASDAQ: EQBK), (“Equity,” “we,” “us,” “our,” “the Company”), the Wichita-based holding company of Equity Bank, announced the closing of its acquisition of City Bank and Trust Company (“CBT,” “City Bank”) in Guymon, Oklahoma on August 23, 2018.

“We’re proud to welcome the team at City Bank as well as the customers and communities they serve. As the 18th strategic combination for our franchise, CBT is an outstanding fit for our Equity culture and for the surrounding markets we serve in Guymon, the Panhandle of Oklahoma, and Southwest Kansas,” said Brad Elliott, Chairman and CEO. “We’re pleased to complete the merger within seventy-two days of announcement and I thank all the Equity and CBT teams for their hard work and dedication.”

Equity’s four-state franchise now includes 49 full-service local bank locations in Kansas, Missouri, Arkansas and Oklahoma, with six in Oklahoma. Following the consummation of the merger, Equity has approximately $3.9 billion in consolidated total assets, including $2.5 billion in loans, and $2.8 billion in deposits.

Equity announced the merger agreement with CBT in June 2018, with an original expected closing date in early October 2018. Equity and CBT received federal and state approval for the merger in August. Equity expects the combination process to be complete in early October, including transition of computer systems, forms, customer communication, and improvements to online banking, commercial banking, and personal banking products.

Equity’s Southwest Kansas market includes four bank offices in Liberal, Kansas, and one bank location in Hugoton, Kansas. Equity’s Oklahoma footprint includes three bank offices in Ponca City, one location in Newkirk, one location in Tulsa, and one location in Guymon.

The merger with CBT was Equity’s third combination in 2018 and fifth in the past ten months. On May 4, 2018, Equity announced the simultaneous completion of mergers with Kansas Bank Corporation, parent company of First National Bank in Liberal/Hugoton, Kansas and Adams Dairy Bancshares, Inc., parent company of Adams Dairy Bank in Blue Springs, Missouri. On November 9, 2017, Equity announced the simultaneous completion of mergers with Eastman National Bancshares, Inc., parent company of Eastman National Bank in Newkirk, Oklahoma and Cache Holdings, Inc., parent company of Patriot Bank in Tulsa, Oklahoma. The mergers bring Equity’s total to 18 strategic combinations in the past 16 years and eight since the Company’s initial public offering in November 2015.

About Equity Bancshares, Inc.

Equity Bancshares, Inc. is the holding company for Equity Bank, offering a full range of financial solutions, including commercial loans, consumer banking, mortgage loans and treasury management services. Equity has approximately $3.9 billion in consolidated total assets, with 49 full-service bank locations throughout Kansas, Missouri, Arkansas and Oklahoma, including corporate headquarters in Wichita. Learn more at www.equitybank.com.

Equity seeks to provide an enhanced banking experience for customers by providing a suite of sophisticated banking products and services tailored to their needs, while delivering the high-quality, relationship-based customer service of a community bank. Equity’s common stock is traded on the NASDAQ Global Select Market under the symbol “EQBK.”

Special Note Concerning Forward-Looking Statements

This press release contains “forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements reflect the current views of Equity’s management with respect to, among other things, future events and Equity’s financial performance. These statements are often, but not always, made through the use of words or phrases such as “may,” “should,” “could,” “predict,” “potential,” “believe,” “will likely result,” “expect,” “continue,” “will,” “anticipate,” “seek,” “estimate,” “intend,”

 

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EQUITY BANCSHARES, INC.

PRESS RELEASE – 8/23/2018

 

 

“plan,” “project,” “forecast,” “goal,” “target,” “would” and “outlook,” or the negative variations of those words or other comparable words of a future or forward-looking nature. These forward-looking statements are not historical facts, and are based on current expectations, estimates and projections about Equity’s industry, management’s beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond Equity’s control. Accordingly, Equity cautions you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions and uncertainties that are difficult to predict. Although Equity believes that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements. Factors that could cause actual results to differ materially from Equity’s expectations include competition from other financial institutions and bank holding companies; the effects of and changes in trade, monetary and fiscal policies and laws, including interest rate policies of the Federal Reserve Board; changes in the demand for loans; fluctuations in value of collateral and loan reserves; inflation, interest rate, market and monetary fluctuations; changes in consumer spending, borrowing and savings habits; and acquisitions and integration of acquired businesses, and similar variables. The foregoing list of factors is not exhaustive.

For discussion of these and other risks that may cause actual results to differ from expectations, please refer to “Cautionary Note Regarding Forward-Looking Statements” and “Risk Factors” in Equity’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 16, 2018 and any updates to those risk factors set forth in Equity’s subsequent Quarterly Reports on Form 10-Q or Current Reports on Form 8-K. If one or more events related to these or other risks or uncertainties materialize, or if Equity’s underlying assumptions prove to be incorrect, actual results may differ materially from what Equity anticipates. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made, and Equity does not undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise. New risks and uncertainties arise from time to time, and it is not possible for us to predict those events or how they may affect us. In addition, Equity cannot assess the impact of each factor on Equity’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. All forward-looking statements, expressed or implied, included in this press release are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that Equity or persons acting on Equity’s behalf may issue.

Investor Contact:

Jacob Willis

Investor Relations Officer

316-779-1675

jwillis@equitybank.com

Media Contact:

John Hanley

SVP, Director of Marketing

816-505-4063

jhanley@equitybank.com

 

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