EXHIBIT 99.1
[Carolina First Corporation logo appears here.]
CAROLINA FIRST CORPORATION
P.O. BOX 1029
GREENVILLE, SC 29602
(864) 255-4919
NEWS RELEASE ---------------------------------------------
RELEASE DATE: Immediate
CAROLINA FIRST ACQUIRES CITRUS BANK IN ORLANDO, FLORIDA/
ANNOUNCES FLORIDA STRATEGY
GREENVILLE, SC - March 18, 1999 - Carolina First Corporation (Nasdaq/NM:CAFC)
today announced the signing of a definitive agreement by which Citrus Bank of
Orlando, Florida will merge with Carolina First Corporation. Citrus Bank is a
Florida state-chartered bank with total assets of approximately $228 million and
8 branch locations in the Orlando area. The transaction is subject to regulatory
and Citrus Bank shareholder approvals.
The Citrus Bank transaction, which is expected to close by the end of June, will
follow Carolina First's pending purchase of Citizens First National Bank, which
is expected to close in April. Carolina First has also leased space in
Jacksonville, Florida to open a de novo branch during the next 90 days.
The acquisitions and the opening of the Jacksonville branch will complete the
initial phase of CAROLINA FIRST'S FLORIDA STRATEGY. Following the completion of
these transactions, the 12 Florida locations with assets of approximately $300
million will operate as Citrus Bank. Randy O. Burden, Chairman, Chief Executive
Officer and President of Citrus Bank, will head Carolina First's Florida
operations.
Mack I. Whittle, Jr., President and Chief Executive Officer of Carolina First
Corporation, said, "These mergers are the initial phase of the expansion of our
super community bank strategy in Florida. The Central and Northern Florida
markets are an attractive banking environment with customers who appreciate a
true community bank. These acquisitions create an outstanding platform on which
to build a dynamic community banking franchise in one of the nation's most
desirable banking markets--a move which is designed to enhance value for our
shareholders. Our strategy is to replicate the success we have had in South
Carolina and to introduce our highly successful super community bank operating
model into select Florida markets."
Randy O. Burden, Chairman, Chief Executive Officer and President of Citrus Bank,
commented, "We are very pleased to become part of the Carolina First team and to
lead this Florida strategy. The merger will provide our shareholders with a
significantly enhanced investment and at the same time bring to our markets the
benefits of Carolina First's expanded product offerings and technology
resources. The super community bank strategy of combining the advantages of big
bank services with the personal touches of community banks will be a winning
formula in Florida. Our goal is to become the leading super community bank in
the markets we serve."
Under the agreement, Citrus Bank shareholders will receive Carolina First common
stock having a market price of $37.07 in exchange for each share of Citrus Bank
stock. The exchange ratio adjusts based on a 30-day average price for Carolina
First common stock provided Carolina First's share price does not move more than
15%. Based on Carolina First's closing price on March 17, 1999, the deal is
valued at
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approximately $77.5 million in total. Carolina First will record the acquisition
using the pooling-of-interests method of accounting.
Citrus Bank currently has 8 offices in the Orlando, Florida area. At December
31, 1998, Citrus Bank had approximately $228 million in assets, $169 million in
loans, and $163 million in deposits. Citizens First National Bank, headquartered
in Crescent City, Florida, has 4 offices in Putnam County, Florida and
surrounding areas. At December 31, 1998, Citizens First had approximately $57
million in assets, $36 million in loans, and $52 million in deposits.
Carolina First Corporation, headquartered in Greenville, South Carolina, is the
largest independent bank holding company in South Carolina with $2.7 billion in
total assets and 73 banking offices throughout the state. It operates Carolina
First Bank, the largest South Carolina-based commercial bank, and Carolina First
Mortgage Company, the second largest mortgage loan servicer in South Carolina.
Other subsidiaries include a savings bank, a full service brokerage company, an
automobile finance company, a credit card servicing company and a small business
investment company which invests in bank technology companies. Carolina First's
common stock trades on the Nasdaq National Market under the symbol CAFC.
Additional information about Carolina First is available on its web site at
www.carolinafirst.com.
CERTAIN MATTERS SET FORTH IN THIS NEWS RELEASE MAY CONTAIN FORWARD-LOOKING
STATEMENTS THAT ARE PROVIDED TO ASSIST IN THE UNDERSTANDING OF ANTICIPATED
FUTURE FINANCIAL PERFORMANCE. HOWEVER, SUCH PERFORMANCE INVOLVES RISKS AND
UNCERTAINTIES WHICH MAY CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE IN
SUCH STATEMENTS. FOR A DISCUSSION OF CERTAIN FACTORS THAT MAY CAUSE SUCH
FORWARD-LOOKING STATEMENTS TO DIFFER MATERIALLY FROM THE COMPANY'S ACTUAL
RESULTS, SEE THE COMPANY'S QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED
SEPTEMBER 30, 1998.
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Carolina First Corporation
Acquisition of Citrus Bank
Transaction Summary
Announcement March 18, 1999
Transaction Terms:
Structure * Tax-free exchange of stock
* Pooling-of-interests method of accounting
* Definitive agreement signed
* Due diligence completed
Terms * Each share of Citrus common stock will be
exchanged for Carolina First common stock having a
fair market value of $37.07. Fair market value is
the average of the closing prices for the 30
trading days immediately prior to closing.
* Collars to fix the exchange ratio (at 15% of the base price
of $21.59):
If Carolina First's average stock price is between
$24.83 and $25.91, the exchange ratio is 1.4930.
If Carolina First's average stock price is between
$18.35 and $17.27, the exchange ratio is 2.0202.
* Walk away right (at 20% of the base price of $21.59) if
Carolina First's average stock price exceeds $25.91 or
declines below $17.27
Timing * Targeted to close by the end of the second quarter 1999
* Subject to normal regulatory and Citrus Bank shareholder
approval
Pricing Overview:
Indicated price per share (3/17/99) $37.07
Indicated total purchase price $77.5 million
(based on diluted shares outstanding)
Price to 12/31/98 book value 3.78x
Price to trailing 4Q earnings 26.3x
***END***
CONTACTS:
William S. Hummers III, Executive Vice President, (864) 255-7913
Mary M. Gentry, Treasurer, (864) 255-4919
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