WINSTON-SALEM, N.C. and
ATLANTA, July 16, 2019 /PRNewswire/ -- BB&T
Corporation (NYSE: BBT) and SunTrust Banks, Inc. (NYSE: STI) today
announced a Truist Bank Community Benefits Plan under which the
combined company will lend or invest $60
billion to low- and moderate-income (LMI) borrowers and in
LMI communities over a three-year period from 2020 to 2022. The
plan is a concrete example of the commitment of Truist Financial
Corporation, the combined company to be created through their
proposed merger of equals, and reflects BB&T's and SunTrust's
continued commitment to supporting investment in their communities
after the expected completion of the merger this fall.
The $60 billion three-year
commitment includes:
- $31 billion for home purchase
mortgage loans to LMI borrowers, LMI geographies, minority
borrowers and/or majority-minority geographies.
- $7.8 billion for lending to
small businesses and to support the growth of businesses
with revenues less than $1
million.
- $17.2 billion in Community
Development Lending (CDL) to support affordable housing
development, small business growth lending to nonprofits that
support the LMI community.
- $3.6 billion in Community
Reinvestment Act (CRA) Qualified Investments and
Philanthropy, of which $120 million
will be designated for CRA-qualified philanthropic giving.
Additionally, Truist plans to further the legacy institutions'
commitment to underserved neighborhoods by seeking to open at least
15 new branches in LMI and/or majority minority communities across
its future footprint.
The Community Benefits Plan is a direct result of input received
in listening sessions that BB&T and SunTrust hosted in metro
and rural communities around the combined institutions' forecasted
geographies, as well as comments shared during public meetings
regarding the proposed merger.
"The Community Benefits Plan exemplifies what Truist will stand
for and how it will support local communities in the years to
come," said BB&T Chairman and Chief Executive Officer
Kelly S. King. "Both BB&T and
SunTrust have long legacies of serving the community, but together
as Truist, we will be uniquely positioned to invest in ways we
never could on our own. We have great partners with the National
Community Reinvestment Coalition (NCRC), which helps our commitment
for growing diverse and vibrant neighborhoods in the regions where
we work and live."
The support provided through the Truist Community Benefits Plan
will benefit communities across the combined institutions'
footprint in Alabama, Arkansas, D.C., Florida, Georgia, Indiana, Kentucky, Maryland, Mississippi, New
Jersey, North Carolina,
Ohio, Pennsylvania, South
Carolina, Tennessee,
Texas, Virginia and West
Virginia.
"Truist is creating the premier financial institution to serve
the diverse needs of our clients and communities, and this plan is
an initial stake in the ground as to our values and commitments.
Our legacy companies share a strong history of being more than
members of the communities we serve, but also partners in
developing affordable housing, promoting financial literacy, and
providing access to critical programs and services. Today's
announcement is a reflection of that history and a look ahead at
what we can collectively achieve as one combined institution," said
SunTrust Chairman and Chief Executive Officer William H. Rogers, Jr.
The plan was drafted in cooperation with the NCRC, an
association of more than 600 community-based organizations that
promote access to essential banking services, affordable housing,
entrepreneurship, job creation and vibrant communities for
America's working families.
"Many bank mergers proceed without any detail on how communities
will benefit from the combination," said NCRC CEO Jesse Van Tol.
"However, BB&T and SunTrust showed tremendous leadership by
participating in a collaborative process with NCRC and our
community-based member organizations to establish the
largest-to-date community benefits plan. This plan spells out a
substantive and detailed commitment of loans, investments and
services to low- and moderate-income people and neighborhoods
across 17 states and the District of
Columbia."
"This plan will provide a much-needed influx of investment into
critical programs that improve affordable housing, mortgage
lending, small business development and economic development
projects to low- and moderate-income people and communities across
most of the eastern half of the country," said NCRC President and
Founder John Taylor. "We very much
appreciate the strong collaboration demonstrated by the executive
leadership of BB&T and SunTrust, as well as the critical role
our members played in our discussions with the banks."
Truist will also continue the legacy institutions' commitment to
employing a diverse workforce to meet the financial services needs
of their clients and communities. This is in addition to Truist's
continued support of supplier diversity and promotion of
opportunities for women-, minority-, and veteran-owned businesses
and small business vendors.
Truist will work with a Community Advisory Board composed of
representatives of nonprofit organizations serving low- and
moderate-income communities, with the goal of providing information
and updates on the progress of the plan and obtaining input and
feedback on emerging issues and challenges facing LMI families and
communities.
In February 2019, BB&T and
SunTrust announced a proposed merger of equals, which would result
in the sixth-largest U.S. commercial bank based on assets and
deposits. The merger is expected to close in the third or fourth
quarter of 2019, subject to customary closing conditions, including
regulatory approvals and approval of both companies'
shareholders.
About BB&T
BB&T is one of the largest
financial services holding companies in the U.S. with $227.7 billion in assets and market
capitalization of approximately $35.6
billion, as of March 31, 2019.
Building on a long tradition of excellence in community banking,
BB&T offers a wide range of financial services including retail
and commercial banking, investments, insurance, wealth management,
asset management, mortgage, corporate banking, capital markets and
specialized lending. Based in Winston-Salem, N.C., the company operates more
than 1,800 financial centers in 15 states and Washington, D.C., and is consistently
recognized for outstanding client service by Greenwich Associates
for small business and middle market banking. More information
about BB&T and its full line of products and services is
available at BBT.com.
About SunTrust Banks, Inc.
SunTrust Banks, Inc. is a
purpose-driven company dedicated to Lighting the Way to Financial
Well-Being for the people, businesses, and communities it serves.
SunTrust leads onUp, a national movement inspiring Americans to
build financial confidence. Headquartered in Atlanta, the Company has two business
segments: Consumer and Wholesale. Its flagship subsidiary, SunTrust
Bank, operates an extensive branch and ATM network throughout the
high-growth Southeast and Mid-Atlantic states, along with 24-hour
digital access. Certain business lines serve consumer, commercial,
corporate, and institutional clients nationally. As of March 31, 2019, SunTrust had total assets of
$220 billion and total deposits of
$162 billion. The Company provides
deposit, credit, trust, investment, mortgage, asset management,
securities brokerage, and capital market services. Learn more at
suntrust.com.
Cautionary Note Regarding Forward-Looking Statements
This communication contains "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995
regarding the financial condition, results of operations, business
plans and the future performance of BB&T and SunTrust. Words
such as "anticipates," "believes," "estimates," "expects,"
"forecasts," "intends," "plans," "projects," "could," "may,"
"should," "will" or other similar words and expressions are
intended to identify these forward-looking statements. These
forward-looking statements are based on BB&T's and SunTrust's
current expectations and assumptions regarding BB&T's and
SunTrust's businesses, the economy, and other future conditions.
Because forward-looking statements relate to future results and
occurrences, they are subject to inherent uncertainties, risks, and
changes in circumstances that are difficult to predict. Many
possible events or factors could affect BB&T's or SunTrust's
future financial results and performance and could cause actual
results or performance to differ materially from anticipated
results or performance. Such risks and uncertainties include, among
others: the occurrence of any event, change or other circumstances
that could give rise to the right of one or both of the parties to
terminate the definitive merger agreement between BB&T and
SunTrust, the outcome of any legal proceedings that may be
instituted against BB&T or SunTrust, delays in completing the
transaction, the failure to obtain necessary regulatory approvals
(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) and shareholder approvals or
to satisfy any of the other conditions to the transaction on a
timely basis or at all, the possibility that the anticipated
benefits of the transaction are not realized when expected or at
all, including as a result of the impact of, or problems arising
from, the integration of the two companies or as a result of the
strength of the economy and competitive factors in the areas where
BB&T and SunTrust do business, the possibility that the
transaction may be more expensive to complete than anticipated,
including as a result of unexpected factors or events, diversion of
management's attention from ongoing business operations and
opportunities, potential adverse reactions or changes to business
or employee relationships, including those resulting from the
announcement or completion of the transaction, the ability to
complete the transaction and integration of BB&T and SunTrust
successfully, and the dilution caused by BB&T's issuance of
additional shares of its capital stock in connection with the
transaction. Except to the extent required by applicable law or
regulation, each of BB&T and SunTrust disclaims any obligation
to update such factors or to publicly announce the results of any
revisions to any of the forward-looking statements included herein
to reflect future events or developments. Further information
regarding BB&T, SunTrust and factors which could affect the
forward-looking statements contained herein can be found in
BB&T's Annual Report on Form 10-K for the fiscal year
ended December 31, 2018, as updated
by its Quarterly Reports on Form 10-Q, and its other filings with
the Securities and Exchange Commission ("SEC"), and in SunTrust's
Annual Report on Form 10-K for the fiscal year ended
December 31, 2018 , as updated by its
Quarterly Reports on Form 10-Q, and its other filings with the
SEC.
Additional Information about the Merger and Where to Find
It
In connection with the proposed merger with SunTrust,
BB&T has filed with the SEC a registration statement on
Form S-4 to register the shares of BB&T's capital
stock to be issued in connection with the merger, as amended on
May 7, 2019, June 14, 2019 and June 19,
2019. The registration statement was declared effective by
the SEC on June 19, 2019. The
registration statement includes a joint proxy statement/prospectus.
BB&T and SunTrust commenced mailing the definitive joint proxy
statement/prospectus to stockholders on or about June 27, 2019.
INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE
REGISTRATION STATEMENT ON FORM S-4, THE JOINT PROXY
STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON
FORM S-4 AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE
FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION
BECAUSE THESE DOCUMENTS DO AND WILL CONTAIN IMPORTANT INFORMATION
ABOUT BB&T, SUNTRUST, AND THE PROPOSED TRANSACTION.
Investors and security holders may obtain copies of these
documents free of charge through the website maintained by the SEC
at www.sec.gov or from BB&T at its website, www.bbt.com, or
from SunTrust at its website, www.suntrust.com. Documents filed
with the SEC by BB&T will be available free of charge by
accessing BB&T's website at http://bbt.com/ under the tab
"About BB&T" and then under the heading "Investor Relations"
or, alternatively, by directing a request by telephone or mail to
BB&T Corporation, 200 West Second Street, Winston-Salem, North Carolina, 27101
(336) 733-3065, and documents filed with the SEC by
SunTrust will be available free of charge by accessing SunTrust's
website at http://suntrust.com/ under the tab "Investor Relations,"
and then under the heading "Financial Information" or,
alternatively, by directing a request by telephone or mail to
SunTrust Banks, Inc., 303 Peachtree Street, N.E., Atlanta, Georgia 30308, (877)
930-8971.
Participants in the Solicitation
BB&T, SunTrust
and certain of their respective directors and executive officers
may be deemed to be participants in the solicitation of proxies
from the shareholders of BB&T and SunTrust in connection with
the proposed transaction under the rules of the SEC. Certain
information regarding the interests of these participants and a
description of their direct and indirect interests, by security
holdings or otherwise, are included in the joint proxy
statement/prospectus regarding the proposed transaction and will be
included in other relevant materials to be filed with the SEC when
they become available. Additional information about BB&T, and
its directors and executive officers, may be found in the
definitive proxy statement of BB&T relating to its 2019 Annual
Meeting of Shareholders filed with the SEC on March 19, 2019, and other documents filed by
BB&T with the SEC. Additional information about SunTrust, and
its directors and executive officers, may be found in the
definitive proxy statement of SunTrust relating to its 2019 Annual
Meeting of Shareholders filed with the SEC on March 8, 2019, and other documents filed by
SunTrust with the SEC. These documents can be obtained free of
charge from the sources described above.
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SOURCE BB&T Corporation
