RALEIGH, N.C. and NEW YORK, Dec. 17,
2021 /PRNewswire/ -- First Citizens BancShares, Inc.
(NASDAQ: FCNCA) ("First Citizens"), the parent company of
First-Citizens Bank & Trust Company, and CIT Group Inc. (NYSE:
CIT) ("CIT"), the parent company of CIT Bank, N.A., jointly
announced that their previous proposal to merge the two companies
has received approval from the Board of Governors of the Federal
Reserve System today. The merger has previously received approvals
from the Federal Deposit Insurance Corporation and the Office of
the North Carolina Commissioner of
Banks.
Completion of the proposed merger remains subject to a 15-day
waiting period and the satisfaction or waiver of other customary
closing conditions and is expected to occur as soon as practicable
in early January 2022. The combined
company will operate under the First Citizens name and establish a
top 20 bank in the United States
based on assets. The merger will bring together complementary
strengths of both organizations with First Citizens Bank's robust
retail franchise and full suite of banking products and CIT's
strong market positions, nationwide commercial lending franchise
and direct online bank.
Frank B. Holding Jr., First
Citizens chairman and chief executive officer, said: "We're very
pleased to have received regulatory approvals as we continue our
preparations for completing this transformational merger. We look
forward to combining the capabilities of both banks to serve a
broader spectrum of businesses and individuals, while offering even
more convenience, scale and value."
Ellen R. Alemany, CIT chairwoman
and chief executive officer, said: "This marks another key
milestone in our journey to build on the extensive expertise of CIT
and First Citizens and leverage the best of both companies to
deliver greater opportunities for our clients and support the needs
of our communities."
Upon completion of the merger, there will be no immediate change
to customers' current accounts, and they will be able to continue
to access their accounts as they do today — through their current
websites, mobile apps and branch locations. Customers will be
notified of any future account changes in advance.
About First Citizens
First Citizens BancShares, Inc.
is the financial holding company for Raleigh, North Carolina-headquartered
First-Citizens Bank & Trust Company ("First Citizens Bank"). As
one of the largest family-controlled banks in the United States, First Citizens Bank (Member
FDIC, Equal Housing Lender) is known for building financial
strength that lasts for personal, business, commercial and wealth
management clients. Founded in 1898, the bank provides a broad
range of financial products and operates a network of branches in
19 states that include many high-growth markets. For more
information, visit First Citizens' website at firstcitizens.com.
First Citizens Bank. Forever First®.
About CIT
CIT is a leading national bank focused on
empowering businesses and personal savers with the financial
agility to navigate their goals. CIT Group Inc. (NYSE: CIT) is a
financial holding company with over a century of experience and
operates a principal bank subsidiary, CIT Bank, N.A. (Member FDIC,
Equal Housing Lender). CIT's commercial banking segment includes
commercial financing, community association banking, middle market
banking, equipment and vendor financing, factoring, railcar
financing, treasury and payments services, and capital markets and
asset management. CIT's consumer banking segment includes a
national direct bank and regional branch network. Discover more at
cit.com/about.
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 future
performance of First Citizens and CIT. Words such as "anticipates,"
"believes," "estimates," "expects," "forecasts," "intends,"
"plans," "projects," "targets," "designed," "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 First Citizens' and CIT's
current expectations and assumptions regarding First Citizens' and
CIT's businesses, the economy, and other future conditions.
Because forward-looking statements relate to future results and
occurrences, they are subject to inherent risks, uncertainties,
changes in circumstances and other factors that are difficult to
predict. Many possible events or factors could affect First
Citizens' and/or CIT's future financial results and performance and
could cause the actual results, performance or achievements of
First Citizens and/or CIT to differ materially from any anticipated
results expressed or implied by such forward-looking
statements. Such risks and uncertainties include, among
others, (1) the risk that the cost savings, any revenue synergies
and other anticipated benefits of the proposed merger may not be
realized or may take longer than anticipated to be realized,
including as a result of the impact of, or problems arising from,
the integration of the two companies or as a result of the
condition of the economy and competitive factors in areas where
First Citizens and CIT do business, (2) disruption to the parties'
businesses as a result of the announcement and pendency of the
proposed merger and diversion of management's attention from
ongoing business operations and opportunities, (3) 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 First Citizens and CIT, (4) the risk that
the integration of First Citizens' and CIT's operations will be
materially delayed or will be more costly or difficult than
expected or that First Citizens and CIT are otherwise unable to
successfully integrate their businesses, (5) the outcome of any
legal proceedings that may be or have been instituted against First
Citizens and/or CIT, (6) reputational risk and potential adverse
reactions of First Citizens' and/or CIT's customers, suppliers,
employees or other business partners, including those resulting
from the completion of the proposed merger, (7) the failure of any
of the closing conditions in the definitive merger agreement to be
satisfied on a timely basis or at all, (8) delays in closing the
proposed merger, (9) the possibility that the proposed merger may
be more expensive to complete than anticipated, including as a
result of unexpected factors or events, (10) the dilution caused by
First Citizens' issuance of additional shares of its capital stock
in connection with the proposed merger, (11) general competitive,
economic, political and market conditions, (12) other factors that
may affect future results of CIT and/or First Citizens including
changes in asset quality and credit risk, the inability to sustain
revenue and earnings growth, changes in interest rates and capital
markets, inflation, customer borrowing, repayment, investment and
deposit practices, the impact, extent and timing of technological
changes, capital management activities, and other actions of the
Federal Reserve Board and legislative and regulatory actions and
reforms, and (13) the impact of the global COVID-19 pandemic on
First Citizens' and/or CIT's businesses, the ability to complete
the proposed merger and/or any of the other foregoing risks.
Except to the extent required by applicable law or regulation,
each of First Citizens and CIT 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
First Citizens, CIT and factors which could affect the
forward-looking statements contained herein can be found in First
Citizens' Annual Report on Form 10-K for the fiscal year ended
December 31, 2020, its Quarterly
Reports on Form 10-Q for the periods ended March 31, 2021, June 30,
2021 and September 30, 2021,
and its other filings with the Securities and Exchange Commission
(the "SEC"), and in CIT's Annual Report on Form 10-K for the fiscal
year ended December 31, 2020, as
amended on Form 10-K/A, its Quarterly Reports on Form 10-Q for the
periods ended March 31, 2021,
June 30, 2021 and September 30, 2021, and its other filings with
the SEC. The contents of any website referenced in this
communication are not incorporated by reference herein.
First Citizens Contact Information
Barbara Thompson
Director of Corporate Communications and Brand Marketing
919-716-2716
barbara.thompson@firstcitizens.com
Deanna Hart
SVP, Investor Relations
919-716-2137
deanna.hart@firstcitizens.com
CIT Contact Information
Gina
Proia
EVP, Chief Marketing and Communications Officer
212-771-6008
gina.proia@cit.com
Barbara Callahan
SVP and Head of Investor Relations
973-740-5058
barbara.callahan@cit.com
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SOURCE CIT Group Inc.
