Daily News: January 29, 2018

Ameris Bancorp to Acquire Hamilton State Bancshares

Ameris Bancorp, the parent company of Ameris Bank, signed a definitive merger agreement to acquire Hamilton State Bancshares, the parent company of Hamilton State Bank. Both boards of directors unanimously approved the agreement.

Under the terms of the merger, each share of Hamilton common stock and each restricted stock unit will be converted into the right to receive 0.16 shares of Ameris common stock and $0.93 in cash. The consideration mix is approximately 90% stock and 10% cash. The transaction is valued at approximately $405.7 million in the aggregate based on Ameris’s closing stock price of $53.45 as of January 25, 2018. The transaction is expected to close in Q3/18, subject to customary closing conditions and regulatory and Hamilton shareholder approval.

Upon completion of the transaction, the combined company will have approximately $11.3 billion in assets and a branching network across four states.

Robert C. Oliver, chairman, president and CEO of Hamilton, said, “I am excited to have our team join an exceptional institution in Ameris. We look forward to being able to serve our customers with the full suite of products and capabilities offered by Ameris.”

Formed in 2004, Hamilton currently operates 28 banking locations, 24 of which are located within the Atlanta metro area. Combined with Ameris’s existing Atlanta locations, the combined bank will have approximately $1.4 billion of deposits in the Atlanta area alone and be the 13th largest bank in the market.

Stephens served as financial advisor and Rogers & Hardin as legal counsel to Ameris. Sandler O’Neill + Partners served as financial advisor and Alston & Bird as legal counsel to Hamilton.