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Cadence Bancorporation $1.4B Merger with State Bank

  

Fried Frank acted as counsel to Goldman Sachs as financial advisor to Cadence Bancorporation (NYSE: CADE) in its US$1.4 billion merger with State Bank Finance Corporation (NASDAQ: STBZ). Under the terms of the merger agreement, State Bank shareholders will receive 1.160 shares of Cadence Bancorporation Class A common stock for each share of State Bank common stock, valuing the transaction at approximately US$1.4 billion based on the closing share price of Cadence of US$30.23 on May 11, 2018. After closing, legacy Cadence and State Bank shareholders will collectively own approximately 65% and 35% of the combined company, respectively. The combined organization has US$16 billion in assets, US$12 billion in loans, US$13 billion in deposits and approximately 100 branches serving Texas, Georgia, Florida, Alabama, Tennessee, and Mississippi, based on the companies' balance sheets as of March 31, 2018. The merger agreement has been unanimously approved by the boards of both companies. Following the execution of the merger agreement, Cadence Bancorp, LLC, the controlling stockholder of Cadence, delivered a written consent adopting the merger agreement and approving the issuance of the Cadence shares in connection with the merger. Closing is subject to customary approvals by regulators and the shareholders of State Bank, and is expected to occur in the fourth quarter of 2018.
 
The Fried Frank team was led by partner Philip Richter and included special counsel Brian A. Blitz.

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