FB Financial completes merger with Southern States Bancshares, delisting SSBK from Nasdaq

Published 01/07/2025, 16:54
FB Financial completes merger with Southern States Bancshares, delisting SSBK from Nasdaq

FB Financial Corporation (NYSE:FBK) announced Tuesday the completion of its merger with Southern States Bancshares , Inc. (NASDAQ:SSBK), the parent company of Southern States Bank. The transaction, effective Tuesday, followed the Agreement and Plan of Merger dated March 31, 2025. Southern States, with a market capitalization of $361 million, has demonstrated strong market performance with a 37% return over the past year. According to InvestingPro, the company maintains a "GREAT" overall financial health score, making it an attractive merger target.

As part of the transaction, Southern States merged with and into FB Financial, with FB Financial remaining as the surviving corporation. Immediately after, Southern States Bank merged with and into FirstBank, FB Financial’s subsidiary, with FirstBank as the surviving bank. Each share of Southern States common stock was converted into the right to receive 0.800 shares of FB Financial common stock, with cash paid in lieu of fractional shares.

All outstanding options to purchase Southern States common stock were canceled and converted into the right to receive a cash payment based on the agreement terms. Restricted stock and restricted stock units were also converted into the right to receive the merger consideration.

On Monday, Nasdaq was notified of the merger’s completion, and trading of Southern States common stock was suspended prior to the market opening Tuesday. Southern States common stock will be delisted from Nasdaq, and FB Financial, as the successor, intends to file with the Securities and Exchange Commission (SEC) to deregister Southern States common stock and suspend related reporting obligations.

Following the merger, all directors and executive officers of Southern States ceased their roles. J. Henry Smith was added to the FB Financial board of directors. Southern States has maintained strong operational performance, with revenue growth of 18.4% in the last twelve months and analysts projecting continued profitability. Get comprehensive analysis and more InvestingPro Tips by subscribing today.

At a special meeting held June 26, 2025, holders of Southern States common stock approved the merger agreement. Of 9,927,649 shares outstanding as of the record date, 7,247,729 shares were represented at the meeting, with 7,210,801 votes in favor of the merger.

The information in this article is based on a statement in a SEC filing by FB Financial Corporation.

This article was generated with the support of AI and reviewed by an editor. For more information see our T&C.

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