Park National签署协议，以3.173亿美元的交易价值收购First Citizens Bancshares子公司

Park National Corporation ("Park") (NYSE AMERICAN: PRK) and First Citizens Bancshares, Inc. ("FIZN") (OTCEM: FIZN) have signed a definitive merger agreement, pursuant to which FIZN will merge with and into Park (the "parent merger"). Following the parent merger, First Citizens National Bank (First Citizens), the bank subsidiary of FIZN, will merge with and into Park's bank subsidiary, The Park National Bank (the "bank merger"). After closing, First Citizens' CEO and President, Jeff Agee, will lead the new Tennessee Region of Park National Bank. One current FIZN director will join Park's Board of Directors, and Park will maintain First Citizens' current two local community advisory boards. Park will continue First Citizens' strong legacy of community support through local partnerships, investment and engagement, and will maintain First Citizens' philanthropic commitments to organizations across its footprint.

Under the terms of the merger agreement, which has been unanimously approved by the board of directors of both companies, Park will issue approximately 1.99 million shares to acquire FIZN in an all-stock transaction. Specifically, FIZN shareholders will have the right to receive 0.52 shares of Park common stock for each share of FIZN common stock owned. Based upon Park's market close price of $159.54 as of October 24, 2025, the implied FIZN per share price is $82.96 with an aggregate transaction value of approximately $317.3 million, valuing FIZN at a price to tangible book value per share of 168% and a price to trailing twelve months earnings per share of 13.5 times. The pay-to-trade ratio is an attractive 76%, calculated as transaction tangible book value multiple divided by Park's standalone tangible book value multiple. Upon completion of the combination, the shares issued to FIZN shareholders are expected to comprise approximately 11% of the outstanding shares of the combined company.