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

 

April 7, 2017

Date of Report (Date of earliest event reported)

 

 

TRUSTMARK CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

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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Item 8.01  Other Events.

 

JACKSON, Mississippi – April 10, 2017 – Trustmark Corporation (NASDAQ:TRMK) (“Trustmark”) today announced the completion of its previously announced merger with Athens, Alabama based RB Bancorporation effective as of the close of business on April 7, 2017, as well as the merger of Reliance Bank with and into Trustmark National Bank.

 

Gerard R. Host, President and Chief Executive Officer of Trustmark, commented, “We are excited to welcome our newest associates and their customers to the Trustmark family and further expand our franchise in Athens and the surrounding Huntsville area, which is among the most attractive metropolitan areas in the Southeast.  Reliance Bank, with seven offices and assets of $201 million, is a great addition to our Alabama franchise.”

 

Robert F. Harwell, Jr., President and Chief Executive Officer of RB Bancorporation and Reliance Bank, stated, “We are delighted to join the Trustmark organization and look forward to providing our customers with a broader range of financial services while continuing to provide the high level of services our customers have come to expect.”

 

Trustmark and Reliance have worked to ensure a seamless transition and integration process and will be communicating directly with each Reliance Bank customer with detailed information concerning the transition of their accounts to Trustmark.  At this time, Reliance Bank customers should continue to conduct their banking business as usual, using existing branches, checks and ATM or debit cards until the completion of system changes during the weekend of June 17.  Beginning June 19, 2017, Reliance Bank customers will have an expanded offering of products and services, as well as the convenience provided by 193 additional Trustmark banking centers in Alabama, Florida, Mississippi, Tennessee and Texas.

 

Under terms of the Merger Agreement dated November 14, 2016, Trustmark will pay $22.00 in cash for each share of RB Bancorporation common stock outstanding, which represents total consideration for common shareholders of approximately $23.7 million.  RB Bancorporation common shareholders will receive a letter of instructions describing the procedure for exchanging their stock certificates.

 

Additional Information

Trustmark Corporation is the parent company of Trustmark National Bank, a financial services company providing banking and financial solutions through 200 offices in Alabama, Florida, Mississippi, Tennessee and Texas.

 

Forward-Looking Statements

Certain statements contained in this document constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  You can identify forward-looking statements by words such as “may,” “hope,” “will,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential,” “continue,” “could,” “future” or the negative of those terms or other words of similar meaning.  You should read statements that contain these words carefully because they discuss our future expectations or state other “forward-looking” information.  These forward-looking statements include, but are not limited to, statements relating to anticipated future operating and financial performance measures, including net interest margin, credit quality, business initiatives, growth opportunities and growth rates, among other things, and encompass any estimate, prediction, expectation, projection, opinion, anticipation, outlook or statement of belief included therein as well as the management assumptions underlying these forward-looking statements.  You should be aware that the occurrence of the events described under the caption “Risk Factors” in Trustmark’s filings with the Securities and Exchange Commission could have an adverse effect on our business, results of operations and financial condition.  Should one or more of these risks materialize, or should any such underlying assumptions prove to be significantly different, actual results may vary significantly from those anticipated, estimated, projected or expected.

 

Risks that could cause actual results to differ materially from current expectations of Management include, but are not limited to, changes in the level of nonperforming assets and charge-offs, local, state and national economic and market conditions, including conditions in the housing and real estate markets in the regions in which Trustmark operates and the extent and duration of the current volatility in the credit and financial markets as well as crude oil prices, changes in our ability to measure the fair value of assets in our portfolio, material changes in the level and/or volatility of market interest rates, the performance and demand for the products and services we offer, including the

 

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level and timing of withdrawals from our deposit accounts, the costs and effects of litigation and of unexpected or adverse outcomes in such litigation, our ability to attract noninterest-bearing deposits and other low-cost funds, competition in loan and deposit pricing, as well as the entry of new competitors into our markets through de novo expansion and acquisitions, economic conditions, including the potential impact of issues relating to the European financial system and monetary and other governmental actions designed to address the level and volatility of interest rates and the volatility of securities, currency and other markets, the enactment of legislation and changes in existing regulations or enforcement practices or the adoption of new regulations, changes in accounting standards and practices, including changes in the interpretation of existing standards, that affect our consolidated financial statements, changes in consumer spending, borrowings and savings habits, technological changes, changes in the financial performance or condition of our borrowers, changes in our ability to control expenses, changes in our compensation and benefit plans, including those associated with the planned termination of our noncontributory tax-qualified defined benefit pension plan, greater than expected costs or difficulties related to the integration of acquisitions or new products and lines of business, cyber-attacks and other breaches which could affect our information system security, natural disasters, environmental disasters, acts of war or terrorism, and other risks described in our filings with the Securities and Exchange Commission.

 

Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct.  Except as required by law, we undertake no obligation to update or revise any of this information, whether as the result of new information, future events or developments or otherwise.

 

 

Trustmark Investor Contacts:

Louis E. Greer

Treasurer and

Principal Financial Officer

601-208-2310

 

F. Joseph Rein, Jr.

Senior Vice President

601-208-6898

 

Trustmark Media Contact:

Melanie A. Morgan

Senior Vice President

601-208-2979

 

 

 

 

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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.

 

TRUSTMARK CORPORATION