On May 1, 2021, BancorpSouth Bank completed its merger with National United Bancshares, Inc., the bank holding company of National United. Under the terms of the merger agreement, BancorpSouth issued 3,110,000 shares of common stock and paid $33.25 million in cash for all outstanding shares of National United Bancshares, Inc. capital stock. National United Bancshares, Inc. operated six full-service banking offices in the Killeen-Temple, Waco, and Austin-Round Rock-Georgetown, Texas metropolitan statistical areas.
Waller served as special securities and corporate counsel to BancorpSouth by preparing the joint proxy statement/offering memorandum, obtaining listing approval from the New York Stock Exchange for the shares of BancorpSouth common stock issuable to National United shareholders, preparing requisite filings under the federal securities laws with the Federal Deposit Insurance Corporation, preparing exchange-related documentation for the payout of merger consideration to National United shareholders and interfacing with Computershare to ensure the closing and the post-closing payments of merger consideration.
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Represented Tri Star Energy in its acquisition of Abbeville, Alabama-based Herndon Oil Corporation.
Represented a lender in providing $50 million in term and AR loans to finance the acquisition and operations of three skilled nursing facilities in Florida.
Represented Performance Trust Capital Partners as the sole placement agent for the offering by RCB Financial Corporation of $8 million of its 10NC5 4.375% fixed-to-floating rate subordinated notes.