Bank7 to buy Century Financial in $137M deal
Bank7 Corp. plans a $137 million cash-and-stock acquisition of Century Financial, creating a $3.3 billion Southwest bank with projected 25%+ EPS accretion.
Rhea-AI Filing Summary
Bank7 Corp. (BSVN) agreed to acquire Century Financial Services Corporation under an Agreement and Plan of Merger in a cash-and-stock transaction. Century will merge into Bank7 Corp., followed by Century Bank merging into Bank7, creating a combined Southwest banking organization with approximately $3.3 billion in total assets. Aggregate consideration consists of $70 million in cash and 1,232,657 Bank7 common shares, which, based on 332,683 Century shares outstanding, equates to $210.41 in cash and 3.7052 BSVN shares per Century share and implies a transaction value of about $137.3 million at a BSVN share price of $54.57.
The deal is expected to close in the fourth quarter of 2026, subject to Century shareholder approval, bank regulatory approvals, and required court approvals in the related receivership proceeding. Bank7 projects more than 25% EPS accretion, over 20% ROATCE once optimized, and a tangible book value dilution of roughly 11% with a 1.7‑year earnback. Century brings a long-standing New Mexico franchise with $1.36 billion in assets and $1.23 billion in deposits as of June 30, 2026, and the combined company is modeled to have a 1.6% cost of funds. If the merger does not close, Bank7 retains rights under an existing stock purchase agreement to acquire a controlling interest in Century instead.
Positive
- $137.3 million cash-and-stock acquisition adds a mature New Mexico franchise with $1.36 billion in assets and $1.23 billion in deposits to Bank7’s footprint.
- Management projects >25% EPS accretion, >20% ROATCE and a 1.7-year tangible book earnback, indicating a financially attractive deal structure.
- Pro forma organization targets $3.3 billion in assets and a combined 1.6% cost of funds, enhancing funding strength and potential loan pricing flexibility.
Negative
- The transaction is expected to dilute tangible book value by roughly 11%, requiring successful execution to realize the modeled earnback.
- Closing depends on multiple approvals, including regulators, Century shareholders and the court in a receivership proceeding, and there is explicit risk that neither the merger nor the alternative stock purchase transaction is completed.
- Century must pay a $7.32 million termination fee to Bank7 in certain scenarios, adding deal-termination complexity and counterparty risk to the process.
Filing Explained
The merger is signed but not closed; its stock consideration would add 1,232,657 restricted shares at closing, with resale registration promised afterward.
The September 16, 2026 agreement would issue
The stock consideration is structured as a private placement and the shares would be restricted securities; this is an issuance at closing, not a current public sale. If issued, the added shares would reduce existing holders’ percentage ownership absent offsetting changes.
Bank7 has agreed to file a resale registration statement for those shares after the Effective Time, which creates a later resale-registration step but does not mean the shares are currently registered or sold.
The agreement allows termination if the merger is not completed by
8-K Event Classification
3 items: 1.01, 7.01, 9.01
3 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Cash consideration: $70,000,000
Stock consideration shares: 1,232,657 shares
Per-share cash consideration: $210.41 per share
+5 more
8 metrics
Cash consideration
$70,000,000
Aggregate cash paid to Century shareholders under the Merger Agreement
Stock consideration shares
1,232,657 shares
Total BSVN common shares to be issued as merger consideration
Per-share cash consideration
$210.41 per share
Cash paid for each share of Century common stock
Per-share stock consideration
3.7052 shares
BSVN shares issued for each Century common share
Implied transaction value
$137,300,000
Based on BSVN 10-day average share price of $54.57 on September 16, 2026
Combined assets
$3,300,000,000
Modeled total assets of the combined organization at closing
Century Bank assets
$1,360,000,000
Century Bank total assets as of June 30, 2026
Termination fee
$7,320,000
Fee payable by Century to Bank7 under specified termination events
Key Terms
Agreement and Plan of Merger, reorganization under Section 368(a), receivership proceeding, tangible book value earnback, +2 more
6 terms
Agreement and Plan of Merger regulatory
"entered into an Agreement and Plan of Merger with Century"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
reorganization under Section 368(a) regulatory
"opinion of counsel that the merger will qualify as a reorganization under Section 368(a)"
receivership proceeding regulatory
"in connection with a receivership proceeding captioned KS StateBank Corporation v Peters et al."
A receivership proceeding is a court-ordered legal process in which a neutral third party (the receiver) is appointed to take control, manage, and protect a company’s assets and operations when there are serious financial, legal, or regulatory problems. It matters to investors because a receiver can change who runs the business, control cash flow and asset sales, and influence whether and how creditors and shareholders recover value — like a court-appointed caretaker stepping in to preserve and sort out a troubled property.
tangible book value earnback financial
"25%+ EPS accretion, 20%+ ROATCE once optimized and a 1.7-year tangible book value earnback"
cost of funds financial
"Combined 1.6% cost of funds positions BSVN in the top quartile of peers"
The cost of funds is the average price a company or bank pays to obtain money—through deposits, loans, bonds or other borrowings—that it uses to run the business or make investments. It matters to investors because higher borrowing costs act like a heavier mortgage payment for a household, reducing profits, cash flow and the ability to pay dividends or invest in growth, while lower costs boost competitiveness and valuation.
CET1 Ratio financial
"CET1 Ratio at Close"
CET1 ratio measures a bank's core equity capital (the most loss-absorbing funds like common stock and retained earnings) relative to the size of its risk-adjusted assets. It shows how big the bank's financial cushion is compared with what it has on its books; a higher ratio means greater ability to absorb losses, lower regulatory risk, and generally more investor confidence in the bank's stability.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What transaction has Bank7 Corp. (BSVN) announced with Century Financial Services?
Bank7 Corp. entered into a definitive Merger Agreement to acquire 100% of Century Financial Services’ common stock. Century will merge into Bank7 Corp., and Century Bank will subsequently merge into Bank7, creating a combined Southwest bank with about $3.3 billion in total assets.
How will the Bank7–Century deal affect the combined company’s size and deposits?
Upon completion, the combined organization is expected to have approximately $3.3 billion in assets, $2.5 billion in loans and $3.0 billion in deposits. Century Bank contributes about $1.36 billion in assets and $1.23 billion in deposits as of June 30, 2026.
What financial impact does Bank7 project from acquiring Century Financial Services?
Bank7 projects more than 25% EPS accretion, over 20% return on average tangible common equity once optimized, roughly 11% tangible book value dilution, and a tangible book value earnback of about 1.7 years, assuming fully phased-in synergies.
When is the BSVN–Century merger expected to close and what approvals are required?
The transaction is expected to close in the fourth quarter of 2026, subject to approval by Century shareholders, required bank regulatory approvals, and necessary court approvals in the related receivership case, along with customary closing conditions.
What happens if the Bank7–Century Merger Agreement is terminated?
If the Merger Agreement is terminated, Bank7 states it intends to pursue closing a separate Stock Purchase Agreement with the court-appointed receiver to buy a controlling interest in Century, and it has reserved all rights under that agreement.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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):
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of
incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer Identification Number)
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(Address of principal executive offices and zip code)
(405 ) 810-8600
(Registrant's telephone number, including area code)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Name of each exchange
on which registered
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17CFR § 230.405) or
12b-2 of the Exchange Act of 1934 (17 CFR § 240.12b-2).
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 1.01 |
Entry into a Material Definitive Agreement.
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Agreement and Plan of Merger
On September 16, 2026, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Century, pursuant to which, subject to
the terms and conditions set forth in the Merger Agreement, Century will merge with and into the Company with the Company being the surviving entity in the merger. The merger transaction pursuant to the Merger Agreement is being pursued in lieu
of the stock purchase transaction with the Receiver contemplated by the Purchase Agreement; however, the Company is retaining and reserving all of its rights under the Purchase Agreement and, in the event the Merger Agreement is terminated or the
merger transaction otherwise does not occur, the Company intends to proceed with the purchase of a controlling interest in Century pursuant to the Purchase Agreement in accordance with its terms.
As soon as practicable following the merger transaction, Century’s wholly-owned bank subsidiary, Century Bank, will merge with and into the Company’s
wholly-owned bank subsidiary, Bank7.
The Merger Agreement was approved unanimously by the Board of Directors of the Company and Century.
Subject to the terms and conditions of the Merger Agreement, at the effective time of the Merger (the “Effective Time”), the outstanding shares of
Century will be converted into the right to receive aggregate merger consideration consisting of $70,000,000 in cash and 1,232,657 shares of the Company’s common stock, which, based on the number of shares of Century common stock outstanding as
of the date of the merger agreement, will result in each Century shareholder being entitled to receive $210.41 in cash (the “Cash Consideration”) and 3.7052 shares of Company common stock (the “Stock Consideration”) for each share of Century
common stock owned by the shareholder. Holders of Century common stock will also be entitled to receive cash in lieu of fractional shares of Company common stock.
At the Effective Time, each outstanding phantom stock plan unit under the Century Bank 2017 Phantom Stock Plan will vest and be converted into the
right to receive a cash payment as provided in the Merger Agreement. The shares of Company common stock issued in the merger transaction as the Stock Consideration will be issued in a private placement in reliance on an exemption from
registration under the Securities Act and will be restricted securities, and the Company has agreed to file a resale registration statement covering those shares following the Effective Time.
The Merger Agreement contains customary representations and warranties from both Century and the Company and each party has agreed to customary
covenants, including, among others, covenants relating to the conduct of Century’s and the Company’s businesses during the interim period between the execution of the Merger Agreement and the Effective Time, and, with regard to Century, its
obligation to call a meeting of its shareholders to approve the Merger Agreement and, subject to certain exceptions, to recommend that its shareholders approve and adopt the Merger Agreement. Century has also agreed not to initiate, solicit, or
knowingly encourage or facilitate inquiries or proposals with respect to, or, subject to certain exceptions generally related to its board of directors’ exercise of its fiduciary duties (as set forth in the Merger Agreement), engage in any
negotiations concerning, or provide any confidential information relating to, any alternative acquisition proposals.
The completion of the Merger is subject to customary conditions, including, among others, (a) the approval and adoption of the Merger Agreement and
the transactions contemplated thereby by the holders of Century common stock, (b) the receipt of required regulatory approvals including the approval of the Board of Governors of the Federal Reserve System and all necessary approvals by the Court
in connection with the Receivership Proceeding, (c) the absence of any order, injunction or legal restraint prohibiting or making illegal the merger or the subsequent bank merger, and (d) receipt by each party of an opinion of counsel that the
merger will qualify as a reorganization under Section 368(a) of the Internal Revenue Code of 1986, as amended. Each party’s obligation to complete the Merger is also subject to certain additional customary conditions, including, without
limitation, (i) subject to certain exceptions, the accuracy of the representations and warranties of the other party, generally subject to a material adverse effect qualification, (ii) performance in all material respects by the other party of
its obligations under the Merger Agreement, and (iii) the absence of a material adverse effect with respect to the other party during a specified period of time prior to the consummation of the Merger.
The Merger Agreement provides certain termination rights for both the Company and Century, including a right to terminate if the merger transaction
is not consummated on or before November 30, 2026, subject to extension to June 30, 2027 if required regulatory approvals remain outstanding, and further provides that a termination fee of $7,320,000 will be payable by Century to the Company
under certain circumstances.
In connection with the Merger Agreement, certain directors and executive officers of Century, the Receiver, and certain other shareholders of Century
entered into voting agreements with the Company pursuant to which they agreed, among other things, to vote the shares of Century common stock owned beneficially, of record, or otherwise controlled by such shareholder in favor of the Merger
Agreement and the merger.
The Merger is being pursued in lieu of the stock purchase transaction with the Receiver contemplated by the Purchase Agreement; however, the Company
is retaining and reserving all of its rights under the Purchase Agreement and, in the event the Merger Agreement is terminated or the merger otherwise does not occur, the Company intends to proceed with the purchase of the Shares pursuant to the
Purchase Agreement in accordance with its terms.
The representations, warranties and covenants of each party set forth in the Merger Agreement have been made only for purposes of, and were and are
solely for the benefit of the parties to, the Merger Agreement, may be subject to limitations agreed upon by the contracting parties, including being qualified by confidential disclosures made for the purposes of allocating contractual risk
between the Company and Century instead of establishing these matters as facts, and may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors. Accordingly, the representations
and warranties may not describe the actual state of affairs at the date they were made or at any other time, and investors should not rely on them as statements of fact. In addition, such representations and warranties (a) will not survive
consummation of the merger, unless otherwise specified therein, and (b) were made only as of the date of the Merger Agreement or such other date as is specified in the Merger Agreement. Moreover, information concerning the subject matter of the
representations and warranties may change after the date of the Merger Agreement, which subsequent information may or may not be fully reflected in the parties’ public disclosures. Accordingly, the Merger Agreement is included with this filing
only to provide investors with information regarding the terms of the Merger Agreement, and not to provide investors with any other factual information regarding the Company or Century, their respective affiliates or their respective businesses.
The Merger Agreement should not be read alone, but should instead be read in conjunction with the other information regarding the Company, Century, their respective affiliates or their respective businesses, contained in, or incorporated by
reference into, the parties’ other public disclosures filed with the Securities and Exchange Commission.
The foregoing summary of the Merger Agreement is not complete and is qualified in its entirety by reference to the full text of the Merger Agreement,
a copy of which is attached hereto as Exhibit 2.1 and incorporated by reference herein.
| Item 7.01 |
Regulation FD Disclosure.
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A copy of the press release issued by the Company on September 17, 2026, announcing the entry into the Merger Agreement, which included a link to
an investor presentation prepared by the Company illustrating further details of the Merger Agreement. A copy of the press release is attached hereto as Exhibit 99.1 and a copy of the investor presentation is attached hereto as Exhibit 99.2.
The information set forth in this Item 7.01, including Exhibit 99.1 and Exhibit 99.2 attached hereto, is being furnished and 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, nor shall it be deemed incorporated by reference into any registration statement or other document filed by the Company under the Securities Act or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing. The furnishing of the information in this Item 7.01, Exhibit 99.1 and Exhibit 99.2 shall not be deemed an admission as to the materiality of any such information.
The information set forth in this Item 7.01, including Exhibit 99.1 and Exhibit 99.2 attached hereto, is being furnished and 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, nor shall it be deemed incorporated by reference into any registration statement or other document filed by the Company under the Securities Act or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing. The furnishing of the information in this Item 7.01, Exhibit 99.1 and Exhibit 99.2 shall not be deemed an admission as to the materiality of any such information.
| Item 9.01 |
Financial Statements and Exhibits.
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(d) Exhibits.
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Exhibit No.
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Description
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2.1*
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Agreement and Plan of Merger, dated September 16, 2026, by and between Bank7 Corp. and Century Financial Services Corporation
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99.1
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Press Release, dated September 17, 2026
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| 99.2 |
Investor Presentation |
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document).
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*
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The registrant has omitted schedules and similar attachments to the subject agreement pursuant to Item 601(a)(5) of Regulation S-K. The registrant will furnish a copy of any omitted schedule or similar attachment to the SEC upon
request.
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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 hereunto duly authorized.
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BANK7 CORP.
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Dated: September 17, 2026
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By:
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/s/ Kelly J. Harris
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Kelly J. Harris
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Chief Financial Officer
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Exhibit 99.1
FOR IMMEDIATE RELEASE:
Bank7 Corp. to Acquire Century Financial Services Corporation and
Expand Southwest Franchise into New Mexico
OKLAHOMA CITY, September 17, 2026 /PRNewswire/ -- Bank7 Corp. (NASDAQ: BSVN) (the “Company”), the parent company of Oklahoma City-based Bank7, and Century Financial
Services Corporation (“Century”), the Santa Fe, New Mexico-based bank holding company for Century Bank, jointly announce today that they have entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) to which Bank7 Corp. will
acquire 100% of the outstanding common stock of Century Financial Services Corporation.
“The Century team members have built an exceptional, legacy deposit franchise through a trusted, relationship-driven banking model that has served New Mexico
communities for generations. We look forward to working closely together to continue building on their work,” said Thomas L. Travis, President and CEO of Bank7. “This transaction extends our footprint into an attractive and neighboring Southwest
market, represents a disciplined use of our excess capital, and positions the combined organization to deliver personalized, high-touch service to even more business owners and entrepreneurs — all to the benefit of our customers, communities, and
shareholders.”
Upon completion, the transaction would create a combined Southwest banking organization with approximately $3.3 billion in total assets, pairing Bank7’s
high-performing franchise with Century’s long-established New Mexico deposit franchise. The Company expects the acquisition to extend its footprint into an attractive and adjacent new market while adding a stable, legacy core deposit base.
Founded in 1887, Century Bank is one of the last remaining independent banks headquartered in New Mexico and the second-largest bank headquartered in the state.
Century operates eight branches across New Mexico, complemented by two loan production offices in Dallas and Houston, Texas, and serves its markets through a relationship-driven, “local-first” community banking model with the capabilities of a
regional bank. As of June 30, 2026, Century Bank reported total assets of $1.36 billion, total deposits of $1.23 billion, and gross loans of $845 million.
“We believe this is a great opportunity for both banks to enhance their presence in the southwest and create a stronger more robust banking institution to benefit our
customers, employees, and communities,” says Max Myers, CEO of Century Bank. “We are excited about this partnership and the opportunities it will provide for everyone involved. We look forward to expanding our existing presence in Texas and working
closely with the leadership team at Bank7 to facilitate a seamless transition for our customers throughout New Mexico.”
Bank7 intends to retain the Century Bank name and brand image.
Strategic Rationale
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Premier legacy, core deposit franchise. Century’s $1.2
billion legacy, core deposit franchise — built over more than a century of community relationships — will strengthen the combined company’s funding profile.
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Attractive market extension. The acquisition expands Bank7
into New Mexico, with a heavy focus on the attractive Santa Fe market, a contiguous addition to its existing Oklahoma, Texas, and Kansas markets.
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Scarcity value. As one of the last remaining independent
banks headquartered in New Mexico and the second-largest bank based in the state, Century represents a rare franchise opportunity in Santa Fe, one of the region’s most attractive and resilient markets.
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Disciplined use of excess capital. The transaction deploys
excess capital that Bank7 has accumulated over time into a franchise-enhancing acquisition, an enhancement the Company believes will generate stronger long-term returns than buybacks, dividends, or organic growth alone.
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Transaction Structure and Process
In connection with a receivership proceeding captioned KS StateBank Corporation v Peters et al., pending in the U.S. District Court for the District of Arizona (the
“Receivership Case”), the Company previously announced on September 3, 2026 that it was named the successful bidder at an auction for a 71% controlling interest in Century, which was memorialized in a Receivership Stock Purchase Agreement (the
“Receivership SPA”). Immediately following the auction, the Company and Century commenced negotiations to enter into the Merger Agreement. Subject to all necessary court approvals in the Receivership Case, Century’s shareholder approvals and
applicable regulatory approvals, the Company intends to pursue closing the transactions contemplated under the Merger Agreement. If, for any reason, the Merger Agreement is terminated, the Company intends to pursue closing the transactions
contemplated in the Receiver SPA, which remains in effect following entry into the Merger Agreement.
Under the terms of the Merger Agreement, the Company will acquire 100% of the outstanding common stock of Century. Century will merge with and into the Company, with
the Company continuing as the surviving entity, and Century Bank will subsequently merge with and into Bank7. At closing, each outstanding share of Century common stock will be converted into the right to receive a pro rata portion of aggregate
consideration consisting of $70 million in cash and 1,232,657 shares of Company common stock. Based on 332,683 shares of Century common stock outstanding, this would equate to $210.41 in cash and 3.7052 shares of Company common stock per Century
share, and implies an aggregate transaction value of approximately $137.3 million based on the Company’s 10-day average closing share price of $54.57 as of September 16, 2026. The shares of Company common stock issued as consideration will be
issued in a private placement exempt from registration under the Securities Act, and Century shareholders who are not accredited investors will receive cash in lieu of shares. The transaction is intended to qualify as a tax-free reorganization for
U.S. federal income tax purposes. Completion of the transaction is subject to approval by Century’s shareholders, the receipt of all required bank regulatory approvals, and the satisfaction of customary closing conditions. Century’s directors and
executive officers, the receiver, and certain minority shareholders, collectively holding a substantial majority of Century’s outstanding shares, have entered into voting agreements in support of the transaction. The Company’s previously announced
Stock Purchase Agreement with the court-appointed receiver in the receivership proceeding captioned KS StateBank Corporation v. Peters, et al., pending in the U.S. District Court for the District of Arizona, remains in full force and effect, and
the Company reserves all of its rights thereunder. A whole company transaction under the Merger Agreement is the Company’s preferred path, and the Company intends to pursue it in lieu of, but without waiver of, the purchase of a controlling
interest. Depending on the outcome of the court process and the terms of any order entered by the Court, the Company may elect to proceed under the Stock Purchase Agreement instead. The transaction is expected to close in the fourth quarter of
2026. There can be no assurance that either transaction will be completed on the terms described, or at all.
About Bank7 Corp.
We are Bank7 Corp., a bank holding company headquartered in Oklahoma City, Oklahoma. Through our wholly-owned subsidiary, Bank7, we operate twelve locations in
Oklahoma, the Dallas/Fort Worth, Texas metropolitan area and Kansas. We are focused on serving business owners and entrepreneurs by delivering fast, consistent and well-designed loan and deposit products to meet their financing needs.
About Century Bank
Established in 1887, Century Bank is a locally owned community bank with eight full-service branches throughout New Mexico and two loan production offices in Texas.
Century Bank offers a wide range of quality tailored banking services to businesses and residents with active ties to the communities they serve. For more information, visit www.mycenturybank.com/.
Advisors
Keefe, Bruyette & Woods, A Stifel Company, is serving as financial advisor to the Company. Nelson Mullins Riley & Scarborough LLP, is serving as legal counsel
to the Company. MJC Partners is serving as financial advisor to Century. Otteson Shapiro LLP is serving as legal counsel to Century.
Forward-Looking Statements
This press release and oral statements made regarding the subject of this press release contain forward-looking statements. These forward-looking statements include,
but are not limited to, statements regarding the proposed merger with Century, the expected terms, timing, and benefits of the transaction, and the anticipated financial and strategic impact on the combined organization. These statements are
subject to significant uncertainties, including, among others, the ability to obtain the approval of Century’s shareholders; the ability to obtain the required bank regulatory approvals on the expected terms and timeline; the exercise of
dissenters’ rights by Century shareholders; the risk that the merger is not completed and the Company instead proceeds with the previously announced purchase of a controlling interest from the receiver; the satisfaction of closing conditions; the
ability to successfully and efficiently integrate the acquired operations and realize anticipated cost savings; the amount and timing of future changes in interest rates, market behavior, and other economic conditions; future laws, regulations, and
accounting principles; and changes in regulatory standards and examination policies. Forward-looking statements are often, but not always, made through the use of words or phrases such as “anticipate,” “believes,” “can,” “could,” “may,” “predicts,”
“potential,” “should,” “will,” “estimate,” “plans,” “projects,” “continuing,” “ongoing,” “expects,” “intends,” and similar words or phrases. Any or all of the forward-looking statements in this press release may turn out to be inaccurate, and there
can be no assurance that the proposed transaction will be completed on the terms described, or at all. The Company undertakes no obligation to update any forward-looking statement, whether as a result of new information, future events, or
otherwise, except as required by law.
Contacts:
Thomas Travis
President & CEO
(405) 810-8600
Anna L. Maggiore
VP / Director of Public Relations
Century Bank
505.424.2881
Anna.Maggiore@mycenturybank.com
Exhibit 99.2
