Item 8.01 Other Events
The management of South State Corporation
(the “Company”) and the management of CenterState Bank Corporation (“CenterState”) will participate
in D.A. Davidson’s 22nd Annual Financial Institutions Conference on May 7, 2020, which will be held virtually. Robert R.
Hill, Jr., Chief Executive Officer, John C. Pollok, Senior Executive Vice President and Chief Financial Officer, James C. Mabry,
IV, Executive Vice President, Investor Relations and Mergers & Acquisitions, and Jonathan Kivett, Chief Credit Officer, will
meet with analysts and institutional investors, together with representatives from CenterState’s management, and will provide
the attached investor presentation during the conference. A copy of the presentation will be made available on the Company’s
website (http://www.SouthStateBank.com) and is attached as Exhibit 99.1 to this report and incorporated herein by reference.
Cautionary Statement Regarding Forward Looking Statements
Statements included in this
communication, which are not historical in nature are intended to be, and are hereby identified as, forward looking
statements for purposes of the safe harbor provided by Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Forward looking statements are based on, among other things, management’s beliefs,
assumptions, current expectations, estimates and projections about the financial services industry, the economy and South
State. Words and phrases such as “may,” “approximately,” “continue,”
“should,” “expects,” “projects,” “anticipates,” “is likely,”
“look ahead,” “look forward,” “believes,” “will,” “intends,”
“estimates,” “strategy,” “plan,” “could,” “potential,”
“possible” and variations of such words and similar expressions are intended to identify such forward-looking
statements. South State cautions readers that forward looking statements are subject to certain risks, uncertainties and
assumptions that are difficult to predict with regard to, among other things, timing, extent, likelihood and degree of
occurrence, which could cause actual results to differ materially from anticipated results. Such risks, uncertainties and
assumptions, include, among others, the following: (1) economic downturn risk, potentially resulting in deterioration in the
credit markets, greater than expected noninterest expenses, excessive loan losses and other negative consequences, which
risks could be exacerbated by potential negative economic developments resulting from federal spending cuts and/or one or
more federal budget-related impasses or actions; (2) increased expenses, loss of revenues, and increased regulatory scrutiny
associated with our total assets having exceeded $10.0 billion; (3) controls and procedures risk, including the potential
failure or circumvention of our controls and procedures or failure to comply with regulations related to controls and
procedures; (4) ownership dilution risk associated with potential acquisitions in which South State’s stock may be
issued as consideration for an acquired company; (5) potential deterioration in real estate values; (6) the impact of
competition with other financial institutions, including pricing pressures (including those resulting from the Tax Cuts and
Jobs Act) and the resulting impact, including as a result of compression to net interest margin; (7) credit risks associated
with an obligor’s failure to meet the terms of any contract with the bank or otherwise fail to perform as agreed under
the terms of any loan-related document; (8) interest risk involving the effect of a change in interest rates on the
bank’s earnings, the market value of the bank’s loan and securities portfolios, and the market value of South
State’s equity; (9) liquidity risk affecting the bank’s ability to meet its obligations when they come due; (10)
risks associated with an anticipated increase in South State’s investment securities portfolio, including risks
associated with acquiring and holding investment securities or potentially determining that the amount of investment
securities South State desires to acquire are not available on terms acceptable to South State; (11) price risk focusing on
changes in market factors that may affect the value of traded instruments in “mark-to-market” portfolios; (12)
transaction risk arising from problems with service or product delivery; (13) compliance risk involving risk to earnings or
capital resulting from violations of or nonconformance with laws, rules, regulations, prescribed practices, or ethical
standards; (14) regulatory change risk resulting from new laws, rules, regulations, accounting principles, proscribed
practices or ethical standards, including, without limitation, the possibility that regulatory agencies may require higher
levels of capital above the current regulatory-mandated minimums and including the impact of the recently enacted Tax Cuts
and Jobs Act, the Consumer Financial Protection Bureau rules and regulations, and the possibility of changes in accounting
standards, policies, principles and practices, including changes in accounting principles relating to loan loss recognition
(CECL); (15) strategic risk resulting from adverse business decisions or improper implementation of business decisions; (16)
reputation risk that adversely affects earnings or capital arising from negative public opinion; (17) terrorist activities
risk that results in loss of consumer confidence and economic disruptions; (18) cybersecurity risk related to the dependence
of South State on internal computer systems and the technology of outside service providers, as well as the potential impacts
of third party security breaches, subjects each company to potential business disruptions or financial losses resulting from
deliberate attacks or unintentional events; (19) greater than expected noninterest expenses; (20) noninterest income risk
resulting from the effect of regulations that prohibit financial institutions from charging consumer fees for paying
overdrafts on ATM and one-time debit card transactions, unless the consumer consents or opts-in to the overdraft service
for those types of transactions; (21) excessive loan losses; (22) failure to realize synergies and other financial benefits
from, and to limit liabilities associated with, mergers and acquisitions within the expected time frame; (23) potential
deposit attrition, higher than expected costs, customer loss and business disruption associated with merger and acquisition
integration, including, without limitation, and potential difficulties in maintaining relationships with key personnel; (24)
the risks of fluctuations in market prices for South State common stock that may or may not reflect economic condition or
performance of South State; (25) the payment of dividends on South State common stock is subject to regulatory supervision as
well as the discretion of the board of directors of South State, South State’s performance and other factors; (26)
operational, technological, cultural, regulatory, legal, credit and other risks associated with the exploration, consummation
and integration of potential future acquisition, whether involving stock or cash consideration; (27) major catastrophes such
as earthquakes, floods or other natural or human disasters, including infectious disease outbreaks, including the recent
outbreak of a novel strain of coronavirus, a respiratory illness, the related disruption to local, regional and global
economic activity and financial markets, and the impact that any of the foregoing may have on South State and its customers
and other constituencies; and (28) risks related to the proposed merger of South State and CenterState Bank Corporation
(“CenterState”), including, among others, (i) the risk that the cost savings and any revenue synergies from the
merger may not be fully realized or may take longer than anticipated to be realized, (ii) disruption to the parties’
businesses as a result of the announcement and pendency of the merger, (iii) the occurrence of any event, change or other
circumstances that could give rise to the termination of the merger agreement between CenterState and South State, (iv) the
risk that the integration of each party’s operations will be materially delayed or will be more costly or difficult
than expected or that the parties are otherwise unable to successfully integrate each party’s businesses into the
other’s businesses, (v) the failure to obtain the necessary approvals by the shareholders of South State or
CenterState, (vi) the amount of the costs, fees, expenses and charges related to the merger, (vii) the ability of each of
South State and CenterState to obtain required governmental approvals of the merger (and the risk that such approvals may
result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the
transaction), (viii) reputational risk and the reaction of each company's customers, suppliers, employees or other business
partners to the merger, (ix) the failure of the closing conditions in the merger agreement to be satisfied, or any unexpected
delay in closing the merger, (x) the possibility that the merger may be more expensive to complete than anticipated,
including as a result of unexpected factors or events, (xi) the dilution caused by South State’s issuance of additional
shares of its common stock in the merger and (xii) other factors that may affect future results of South State and
CenterState, as disclosed in South State’s registration statement on Form S-4, as amended, Annual Report on Form 10-K,
as amended, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, and CenterState’s Annual Report on Form
10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, in each case filed by South State or CenterState, as
applicable, with the U.S. Securities and Exchange Commission (“SEC”) and available on the SEC’s website at
http://www.sec.gov, any of which could cause actual results to differ materially from future results expressed, implied or
otherwise anticipated by such forward-looking statements.
All forward-looking statements speak only as of the date they
are made and are based on information available at that time. South State does not undertake any obligation to update or otherwise
revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required
by federal securities laws. As forward-looking statements involve significant risks and uncertainties, caution should be exercised
against placing undue reliance on such statements.