CAROLINA FIRST BANCSHARES, INC. COMMUNITY BANK & TRUST CO.
JOINT PRESS RELEASE
FOR RELEASE: April 15, 1998 CONTACT: Carolina First BancShares, Inc.
Lincolnton, NC
James E. Burt, III
(704) 732-2222
Community Bank & Trust Co.
Marion, NC
Ronnie D. Blanton
(828) 652-1112
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Carolina First BancShares, Inc., Lincolnton, North Carolina and
Community Bank & Trust Co., Marion, North Carolina today entered into a letter
of intent whereby Community Bank will become part of Carolina First, a
commercial bank holding company. Under the terms of the agreement, Carolina
First would exchange .74 shares of its common stock for each share of CB&T.
Based on the current price of Carolina First stock, the transaction would be
valued at approximately $32 million. The exact exchange ratio is subject to due
diligence by the parties and to the completion of definitive agreements,
together with shareholder and regulatory approvals. The letter of intent
provides that the parties will negotiate exclusively with each other and
contemplate that a definitive agreement will be executed promptly.
Under the combined organization, Community Bank will continue as a
separately chartered commercial bank retaining its name, present Board of
Directors and Management. This union will provide Community Bank customers a
full range of commercial banking services and access to internet banking for
corporate and consumer clients. Carolina First will also provide mortgage and
trust services and non-bank financial products to the markets served by
Community Bank.
Community Bank, which was established in 1987, operates its main office
in Marion, North Carolina and has six branches in western North Carolina. At
December 31, 1997, it had total assets of approximately $95 million, and
shareholders' equity of approximately $10 million.
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Joint Press Release
April 15, 1998
Page 2
Carolina First is a commercial bank holding company and parent of
Lincoln Bank, Lincolnton, North Carolina and Cabarrus Bank, Concord, North
Carolina. Lincoln Bank and Cabarrus Bank have a total of 22 offices serving the
heart of the Carolinas. Carolina First had total assets at December 31, 1997 of
approximately $523.2 million and shareholders' equity of $46.3 million.
"This expansion of Carolina First into five new counties in Western
North Carolina provides us an exciting growth opportunity," stated D. Mark Boyd,
III, Chairman and CEO of Carolina First. "It is our intent to use this base for
further expansion of our 22 branch franchise which now has offices in Lincoln,
Cabarrus, Iredell, Catawba, Mecklenburg, Union and Rutherford counties. We look
forward to working with the directors, officers, employees and shareholders of
Community Bank."
Ronnie Blanton, of Community Bank & Trust said, "We are very pleased to
combine with Carolina First. I am confident our shareholders and customers will
benefit from this very fine community banking organization with an outstanding
record of achievement. Our customers can look forward to an expanded product
line and other bank services as a result of the combination with Carolina
First."
Carolina First's stock is listed in The Charlotte Observer under the
Interdealer stock section and carries the symbol CAFP in the over-the-counter
market (pink sheets).
