EXHIBIT 99.2
[BancorpSouth logo]
FOR IMMEDIATE RELEASE
Financial Contacts:
BancorpSouth: Nash Allen or Gary Bonds, 662-680-2330
Business Bank of Baton Rouge: Charles Roemer III, 225-768-1141
Premier Bank of Brentwood: Jim Harris, 615-376-0001
Media Contacts:
BancorpSouth: Randy Burchfield, 662-620-4302
Business Bank of Baton Rouge: Charles Roemer III, 225-768-1141
Premier Bank of Brentwood: Jim Harris, 615-376-0001
Online: www.bancorpsouth.com
BANCORPSOUTH TO EXPAND NASHVILLE, TN, MARKET PRESENCE AND ENTER BATON
ROUGE, LA, BANKING MARKET
THROUGH SEPARATE BANK MERGER AGREEMENTS
o PREMIER BANK OF BRENTWOOD MERGER WOULD INCREASE BANCORPSOUTH'S
EXISTING NASHVILLE AREA-MARKET PRESENCE
o THE BUSINESS BANK OF BATON ROUGE MERGER WOULD PROVIDE BANKING
ENTRY INTO BATON ROUGE WHERE BANCORPSOUTH INSURANCE AGENCY
WRIGHT & PERCY ALREADY OPERATES
TUPELO, Miss. - (Sept. 17, 2004) - BancorpSouth, Inc., (NYSE:BXS) announced
today from its corporate headquarters in Tupelo the signing of definitive merger
agreements with Premier Bancorp, Inc., of Brentwood, Tennessee, and Business
Holding Corporation, Inc., of Baton Rouge, Louisiana.
The mergers would give BancorpSouth a banking presence in the Baton Rouge
metropolitan market and expand BancorpSouth's market presence in the Nashville
suburb of Brentwood, Tennessee.
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Approval of banking regulators and shareholders of Business Holding Corporation,
Inc., and Premier Bancorp, Inc., is required. The transactions are expected to
be dilutive to 2005 earnings by approximately $0.02 per share. Details of the
financial terms of the transactions were not disclosed.
BUSINESS HOLDING CORPORATION is the holding company for The Business Bank of
Baton Rouge, a $163.7 million asset commercial bank founded in 1998. Locally
owned and managed, The Business Bank provides commercial banking services in
East Baton Rouge Parish and contiguous communities. Baton Rouge is Louisiana's
state capital, and East Baton Rouge Parish is the third-most populated parish in
Louisiana.
The Business Bank of Baton Rouge President Charles "Buddy" Roemer III, former
governor of Louisiana, said, "Our merger with BancorpSouth gives us the
opportunity to expand our business model with the strength of an $11 billion
financial institution. Baton Rouge is a dynamic market, and joining with
BancorpSouth will allow us to provide more sophisticated banking services to our
current and prospective customers. We have experienced remarkable acceptance in
this market. However, to continue to meet our customers' expectations and
expanding needs, we realized we must join with a complete financial services
company that offers expanded resources and technological capabilities."
Business Holding Corporation Chairman David Pitts said, "This merger is mutually
beneficial both for our bank and BancorpSouth. Through this merger we obtain the
strength of one of the leading banks in the MidSouth, and that benefits our
customers. BancorpSouth now has the opportunity to enter the Baton Rouge banking
market with a staff of seasoned Louisiana bankers already in place."
BancorpSouth Chairman and CEO Aubrey B. Patterson said, "The Business Bank of
Baton Rouge has grown by providing unparalleled specialized service through
professional relationships. Our partnership will enhance their ability to serve
the complete needs of their customers providing a real opportunity for both
companies. BancorpSouth banking officers focus on the needs of their
communities, and our local bankers have an entrepreneurial spirit combined with
local decision-making authority to act upon the opportunities presented to them
by their customers. We believe BancorpSouth's brand of banking will be extremely
popular in Baton Rouge."
BancorpSouth President and COO James V. Kelley said, "We are pleased to have The
Business Bank of Baton Rouge joining our banking family. This outstanding
commercial bank will expand our Louisiana banking family, which currently
includes 13 banking locations in Shreveport, Bossier City, Monroe, West Monroe,
Rayville and Ruston, with more than $468 million in deposits."
Wright & Percy Insurance, Louisiana's oldest and largest insurance agency, is
headquartered in Baton Rouge with offices in Alexandria, Lake Charles and
Shreveport. Wright & Percy merged with BancorpSouth Insurance Services in 2003.
Wright & Percy
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President Markham McKnight said, "BancorpSouth has allowed us to continue to
grow our business independently and successfully while providing us the
additional strengths inherent in a merger with a financial holding company of
this size. More than a year into our relationship with BancorpSouth, this is
truly a win-win situation for Wright & Percy and our customers and similarly
will be for the customers of The Business Bank of Baton Rouge. We are excited
about the synergies we can develop among our mutual Louisiana customers."
PREMIER BANCORP is the holding company for Premier Bank of Brentwood, a $150.8
million asset commercial bank established in 1997. Premier operates two banking
locations in Brentwood, a suburb of Nashville.
Premier Bank Chairman and CEO Jim Harris, a co-founder of the bank, said, "Our
merger with BancorpSouth will give us the opportunity to grow more rapidly to
serve this dynamic market. BancorpSouth has an established presence here with
plans to grow steadily in this market. Joining with BancorpSouth will provide
our customers opportunities offered by a large, resourceful, community-minded
bank. We are truly excited about merging with BancorpSouth."
Premier Bank President Diane West said, "When the merger is complete, our
customers will have all of the advantages and services of an $11 billion bank
with the local, hometown customer service to which they have become accustomed
and for which BancorpSouth is known in our industry."
"This is truly a mutually beneficial partnership," said BancorpSouth Chairman
and CEO Aubrey Patterson. "We established a loan production office in
Brentwood's Maryland Farms area two years ago and have since expanded it to
full-service banking. We have been actively seeking other banking locations in
the Brentwood and Franklin areas to expand our presence in Williamson County.
This new partnership certainly accelerates our opportunity to grow in Williamson
County and brings to BancorpSouth's team a number of outstanding bankers."
BancorpSouth President Jim Kelley noted, "Our presence in Tennessee continues to
grow, and we are pleased to have the opportunity to serve additional customers
in the greater Nashville market. We currently have 33 banking locations with
combined deposits exceeding $1.0 billion in 20 Tennessee cities, primarily in
Memphis, Jackson and the West Tennessee area. We see Brentwood and Williamson
County as a logical growth area for BancorpSouth's community style of banking."
Williamson County is ranked third in the U.S. with most growth potential and
prosperity by American City Business Journals.
Both transactions are expected to be completed during the first quarter of 2005.
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Headquartered in Tupelo, Mississippi, BancorpSouth is a financial holding
company with $10.7 billion in assets operating 247 banking and mortgage
locations and 233 automated teller machines in Arkansas, Alabama, Louisiana,
Mississippi, Tennessee and Texas communities. The Company also provides
investment services through its subsidiary, BancorpSouth Investment Services,
Inc., and insurance services through BancorpSouth Insurance Services, Inc.
BancorpSouth's common stock is traded on the New York Stock Exchange under the
symbol "BXS."
FORWARD-LOOKING STATEMENTS
CERTAIN STATEMENTS CONTAINED IN THIS NEWS RELEASE MAY NOT BE BASED ON HISTORICAL
FACTS AND ARE "FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF SECTION 27A OF
THE SECURITIES ACT OF 1933, AS AMENDED, AND SECTION 21E OF THE SECURITIES
EXCHANGE ACT OF 1934, AS AMENDED. THESE FORWARD-LOOKING STATEMENTS MAY BE
IDENTIFIED BY THEIR REFERENCE TO A FUTURE PERIOD OR PERIODS OR BY THE USE OF
FORWARD-LOOKING TERMINOLOGY, SUCH AS "ANTICIPATE," "BELIEVE," "ESTIMATE,"
"EXPECT," "MAY," "MIGHT," "WILL," "WOULD," OR "INTEND." THESE FORWARD-LOOKING
STATEMENTS INCLUDE, WITHOUT LIMITATION, THOSE RELATING TO BANCORPSOUTH'S FUTURE
CHANGES AND THE EFFECTS OF THE MERGER.
WE CAUTION YOU NOT TO PLACE UNDUE RELIANCE ON THE FORWARD-LOOKING STATEMENTS
CONTAINED IN THIS NEWS RELEASE IN THAT ACTUAL RESULTS COULD DIFFER MATERIALLY
FROM THOSE INDICATED IN SUCH FORWARD-LOOKING STATEMENTS, DUE TO A VARIETY OF
FACTORS. THOSE FACTORS INCLUDE, BUT ARE NOT LIMITED TO, FAILURE TO OBTAIN
REQUIRED SHAREHOLDER OR REGULATORY APPROVALS, THE COMPANIES' FAILURE TO
CONSUMMATE THE MERGER, INABILITY TO SUCCESSFULLY INTEGRATE THE COMPANIES AFTER
THE MERGER, MATERIALLY ADVERSE CHANGES IN THE COMPANIES' FINANCIAL CONDITIONS,
CHANGES IN ECONOMIC CONDITIONS AND GOVERNMENT FISCAL AND MONETARY POLICIES,
FLUCTUATIONS IN PREVAILING INTEREST RATES, THE ABILITY OF BANCORPSOUTH TO
COMPETE WITH OTHER FINANCIAL SERVICES COMPANIES, CHANGES IN BANCORPSOUTH'S
OPERATING OR EXPANSION STRATEGY, GEOGRAPHIC CONCENTRATION OF BANCORPSOUTH'S
ASSETS, THE ABILITY OF BANCORPSOUTH TO ATTRACT, TRAIN, AND RETAIN QUALIFIED
PERSONNEL, THE ABILITY OF BANCORPSOUTH TO EFFECTIVELY MARKET ITS SERVICES AND
PRODUCTS, BANCORPSOUTH'S DEPENDENCE ON EXISTING SOURCES OF FUNDING, CHANGES IN
LAWS AND REGULATIONS AFFECTING FINANCIAL INSTITUTIONS IN GENERAL, POSSIBLE
ADVERSE RULINGS, JUDGMENTS, SETTLEMENTS AND OTHER OUTCOMES OF PENDING
LITIGATION, THE ABILITY OF BANCORPSOUTH TO MANAGE ITS GROWTH AND EFFECTIVELY
SERVE AN EXPANDING CUSTOMER AND MARKET BASE, AND OTHER FACTORS GENERALLY
UNDERSTOOD TO AFFECT THE FINANCIAL RESULTS OF FINANCIAL SERVICE COMPANIES, AND
OTHER RISKS DETAILED FROM TIME TO TIME IN BANCORPSOUTH'S NEWS RELEASES AND
FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION. WE UNDERTAKE NO OBLIGATION
TO UPDATE THESE FORWARD-LOOKING STATEMENTS TO REFLECT EVENTS OR CIRCUMSTANCES
THAT OCCUR AFTER THE DATE ON WHICH SUCH STATEMENTS WERE MADE.
IN CONNECTION WITH EACH OF THE PROPOSED MERGERS, BANCORPSOUTH WILL FILE A
REGISTRATION STATEMENT ON FORM S-4 WITH THE SECURITIES AND EXCHANGE COMMISSION.
SHAREHOLDERS OF BANCORPSOUTH, BUSINESS HOLDING CORPORATION AND PREMIER BANCORP
ARE ENCOURAGED TO READ THE APPROPRIATE REGISTRATION STATEMENT(s), INCLUDING THE
PROXY STATEMENT/PROSPECTUS THAT WILL BE A PART OF EACH REGISTRATION STATEMENT,
BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT THE CORRESPONDING MERGER AND
COMPANIES. AFTER THE REGISTRATION STATEMENT IS FILED WITH THE SEC, IT WILL BE
AVAILABLE FOR FREE, BOTH ON THE SEC'S WEB SITE (WWW.SEC.GOV) AND FROM THE
CORPORATE SECRETARY OF THE APPROPRIATE COMPANY.
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