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the little bank, Inc. Has Merged With Union Banc Corp., Now Operating under Union Bank.

Transaction Overview

Kinston, NC based the little bank, Inc. (“LTLB,” OTCQX: LTLB), and Oxford, NC based Union Banc Corp. (“Union”), the holding company for Union Bank & Trust Company, have entered into a definitive agreement pursuant to which Union shareholders will receive a fixed exchange ratio of 0.8843 share of LTLB common stock for each share of Union common stock. LTLB shareholders will own approximately 60% of the combined bank, and Union shareholders will own approximately 40%. The combined bank’s Board of Directors will reflect the pro forma ownership of the respective institutions with 11 board members from LTLB and 7 board members from Union.

The combined bank, which will be headquartered in Greenville, NC and operate under the Union Bank brand name, will have approximately $665 million in total assets, $480 million in total loans and $550 million in total deposits based upon reported amounts as of September 30, 2016. It will have a 15-branch footprint, including locations in the Cary, Raleigh, Greenville and Wilmington markets as well as serving additional key markets located in eastern and central North Carolina (Kinston, Oxford, Creedmoor, Goldsboro, Henderson, Jacksonville, LaGrange, Louisburg, New Bern, Roxboro and Youngsville).

 

  • Founded in Kinston, NC in 1998
  • 7 branches
  • Leverage Ratio and TCE Ratio both above 10%
  • Q3 2016 ROAA of 1.00%
  • NPAs/Assets Below 0.45%
  • Founded in Oxford, NC in 2006
  • 7 branches and LPO (Raleigh)
  • Bank-level Leverage Ratio above 10%
  • Loans/Deposits above 90%
  • Cost of Funds below 50 bps
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Press Release

BSP-Advised North Carolina Financial Institutions Merger Creates Top 10 Largest FDIC Insured Community Bank Domiciled in North Carolina

FOR IMMEDIATE RELEASE

CONTACT:  Doyle M. Thigpen, Chief Financial Officer  (252) 317-2804

the little bank , Inc. completes its acquisition of Union Bank and Trust Company and changes name creating the 10th largest commercial community bank headquartered in North Carolina

Greenville, NC – (Business Wire) July 7, 2017 – the little bank, Inc. (the “Company”), announced today the successful completion of its acquisition of Union Bank and Trust Company of Oxford NC thereby expanding its presence into Central North Carolina including the Triangle markets of Cary and Raleigh.  The little bank previously announced its plans to acquire Union Bank and Trust Company on November 15, 2016.  Under the terms of the definitive agreement, the little bank agreed to change its name to Union Bank and establish its headquarters in Greenville NC effective with the merger. The “new “ Union Bank has offices in fifteen markets throughout Eastern NC and the Triangle with total assets of $700 million as of the closing date. Excluding commercial banks with assets greater than $25 billion and mutual thrifts, Union bank will be the 10th largest FDIC insured commercial community bank headquartered in North Carolina.

The combined bank will continue to operate using existing little bank and Union Bank and Trust Company  brands and websites until the data processing system conversion on August 28, 2017.  Upon system conversion, the combined bank will operate under its new name “Union Bank” with a unified website.   In addition, the “new” Union Bank stock will continue to trade on the OTCQX Market under a new symbol “UBNC” effective today. With 5,644,463 shares of common stock outstanding, the combined bank will have a market capitalization of $86.0 million based on the little bank closing price of $15.25 per share on Friday, July 07, 2017.

Rob Jones, President and CEO of the combined Union Bank commented: “We are pleased to complete our acquisition of Union Bank and Trust Company. The opportunity to expand into one of the fastest growing markets in the US is exciting. In addition, joining these two highly qualified management teams will create a significant community banking presence in all of our markets.”

John Burns, President and CEO of Union Bank and Trust Company commented: “We are excited about our combination with the little bank and the formation of a “new” Union Bank. The potential to enhance shareholder value and customer service could not be better. Most importantly, our customers will continue to see the same friendly faces that have served them for many years.”

The combined Union Bank is headquartered in Greenville, NC and has total assets of approximately $700 million as of July 7, 2017. The combined Union Bank Stock is traded on the OTCQX Market under the symbol “UBNC”.

Little bank customers and other interested little bank stakeholders will still communicate with the Bank using the website  www.thelittlebank.com until August 28, 2017. At that time website users will be redirected to the new unified website.

Union Bank and Trust Company website users will not experience a change in how they access the Bank’s website.

This press release includes certain forward-looking statements in reliance on the “safe-harbor” provisions of The Private Securities Litigation Reform Act of 1995.  Any such forward-looking statements are subject to a number of risks and uncertainties.  Actual results may differ materially from those anticipated in any such forward-looking statements.  The Company undertakes no obligation to update or revise any such forward-looking statements.  This press release contains financial information determined by methods other than in accordance with GAAP. Union Bank management uses these non-GAAP financial measures in their analysis of Union Bank’s performance. These measures typically adjust GAAP performance measures to exclude the effects of transactions that are infrequent in nature.   Management believes presentations of these non-GAAP financial measures provide useful supplemental information that is essential to a proper understanding of the operating results of the Company’s core businesses.

 

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