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重大事件 即時報告 8-K 2026-07-02

Bank7簽署協議擬收購Century Financial Services約71%股權 合併後總資產約34億美元

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📄 **申報類型:8-K** Bank7 Corp.(NASDAQ: BSVN)於7月2日發佈新聞稿,宣佈已簽署最終股份購買協議,擬收購Century Financial Services Corporation約71%控制性股權。Century是新墨西哥州Santa Fe的銀行控股公司,旗下Century Bank成立於1887年,營運9間分行及2間德州貸款辦事處。 **關鍵財務數據(截至2026年3月31日):** - Century Bank總資產:13.5億美元 - 總存款:12.2億美元 - 總貸款:8.26億美元 - 合併後總資產:約34億美元 **交易細節:** - 賣方為法院指定的接管人,透過法院監督拍賣程序出售股份 - Bank7擔任「stalking horse」投標者,設定底價及基準條款 - 交易需經法院批准、監管機構許可,並接受更高出價競購(Bank7擁有匹配權) - 預計第三季度完成交割(不保證成功) **戰略邏輯:** - 市場擴張:進入新墨西哥州Santa Fe市場,與現有奧克拉荷馬、德州、堪薩斯市場互補 - 審慎運用超額資本:管理層認為此收購比回購、派息或有機增長更能創造長期回報 - 品牌與團隊延續:若成功,將保留Century品牌,客戶繼續與原有銀行家合作 **管理層展望:** 總裁兼CEO Thomas L. Travis表示,Century團隊建立了值得信賴的關係型銀行模式,交易是「紀律性地運用超額資本」,擴展至相鄰西南市場,讓合併後組織能為更多企業主和企業家提供個人化高質服務,惠及客戶、社區及股東。 **對投資者潛在影響:** - 正面:擴大業務範圍、提升規模效應、釋放超額資本價值 - 風險:法院拍賣可能出現更高出價導致交易失敗;監管審批不確定性;整合風險 - 短期影響有限,因交易尚需完成競購程序;成功後有望增強盈利能力 ⚠️ 前瞻性陳述提示:交易完成與否、條款、時間及效益均存在不確定性,實際結果可能與預期有重大差異。公司無義務更新前瞻性陳述。
展開英文正文
EX-99.1
3
ef20077345_ex99-1.htm
EXHIBIT 99.1

 
 
 
 

 
 
 
 
 Exhibit 99.1
 

 
 

 
 FOR IMMEDIATE RELEASE:

  

 Bank7 Corp. Announces Agreement to Acquire Controlling Interest in Century Financial Services Corporation

  

 Acquisition Extends Bank7's Southwest Franchise into New Mexico

  

 OKLAHOMA CITY, July 2, 2026 /PRNewswire/ -- Bank7 Corp. (NASDAQ: BSVN) (the “Company”), the parent company of Oklahoma City-based Bank7, today announced that it has
 entered into a definitive Stock Purchase Agreement to acquire an approximately 71% controlling ownership interest in Century Financial Services Corporation (“Century”), the Santa Fe, New Mexico-based bank holding company for Century Bank.

  

 The shares to be acquired are being sold by a court-appointed receiver through a court-supervised sale process in the receivership proceeding captioned KS StateBank
 Corporation v. Peters, et al., pending in the U.S. District Court for the District of Arizona. Bank7 has agreed to serve as the “stalking horse” bidder, establishing the floor price and baseline terms for the sale. Consistent with a
 court-supervised sale, the agreement and the proposed transaction are subject to higher or otherwise better offers solicited through a competitive bidding and auction process, for which we have a matching right, as well as approval by the Court.
 Completion of the transaction is also subject to the receipt of all required bank regulatory approvals and the satisfaction of customary closing conditions. The transaction is expected to close in the third quarter. There can be no assurance that
 the transaction will be completed on the terms described, or at all.

  

 Founded in 1887, Century Bank operates nine branches across New Mexico, complemented by two loan production offices in Texas. As of March 31, 2026, Century Bank
 reported total assets of $1.35 billion, total deposits of $1.22 billion, and gross loans of $826 million.

  

 Upon completion, the transaction would create a combined Southwest banking organization with approximately $3.4 billion in total assets. The Company expects the
 acquisition to extend its footprint into an attractive and adjacent new market.

  

 “The Century team members have built a solid franchise through a trusted, relationship-driven banking model that has served New Mexico communities for generations. We
 look forward to working closely together to continue building on their work,” said Thomas L. Travis, President and CEO of the Company. “This transaction extends our footprint into a neighboring Southwest market, represents a disciplined use of our
 excess capital, and positions the combined organization to deliver personalized, high-touch service to even more business owners and entrepreneurs — all to the benefit of our customers, communities, and shareholders.”

  

 Strategic Rationale

  

 

 
 •
 
 Attractive market extension. The acquisition expands Bank7
 into New Mexico, with a heavy focus on the Santa Fe market, a contiguous addition to its existing Oklahoma, Texas, and Kansas markets.

 
 

 
  

 
 
 

 

 

 
 •
 
 Disciplined use of excess capital. The transaction deploys
 excess capital that Bank7 has accumulated over time into a franchise-enhancing acquisition, an enhancement the Company believes will generate stronger long-term returns than buybacks, dividends, or organic growth alone.

 
 

 
  

 

 
 •
 
 Continuity for customers and communities. Should Bank7’s
 effort be successful, the Century brand will be retained, and customers will continue working with their longtime bankers.

 
 

 
  

 About Bank7 Corp.

  

 We are Bank7 Corp., a bank holding company headquartered in Oklahoma City, Oklahoma. Through our wholly-owned subsidiary, Bank7, we operate twelve locations in
 Oklahoma, the Dallas/Fort Worth, Texas metropolitan area and Kansas. We are focused on serving business owners and entrepreneurs by delivering fast, consistent and well-designed loan and deposit products to meet their financing needs.

  

 Advisors

  

 Keefe, Bruyette & Woods, A Stifel Company, is serving as financial advisor to the Company. Nelson Mullins Riley & Scarborough LLP, is serving as legal counsel
 to the Company.

  

 Forward-Looking Statements

  

 This press release and oral statements made regarding the subject of this press release contain forward-looking statements. These forward-looking statements include,
 but are not limited to, statements regarding the proposed acquisition of a controlling interest in Century, the expected terms, timing, and benefits of the transaction, and the anticipated financial and strategic impact on the combined
 organization. These statements are subject to significant uncertainties, including, among others, the outcome of the court-supervised bidding and auction process; the possibility that a higher or better competing bid may be selected; the ability to
 obtain required court and bank regulatory approvals; the satisfaction of closing conditions; the ability to successfully and efficiently integrate the acquired operations and realize anticipated cost savings; the amount and timing of future changes
 in interest rates, market behavior, and other economic conditions; future laws, regulations, and accounting principles; and changes in regulatory standards and examination policies. Forward-looking statements are often, but not always, made through
 the use of words or phrases such as “anticipate,” “believes,” “can,” “could,” “may,” “predicts,” “potential,” “should,” “will,” “estimate,” “plans,” “projects,” “continuing,” “ongoing,” “expects,” “intends,” and similar words or phrases. Any or all
 of the forward-looking statements in this press release may turn out to be inaccurate, and there can be no assurance that the proposed transaction will be completed on the terms described, or at all. The Company undertakes no obligation to update
 any forward-looking statement, whether as a result of new information, future events, or otherwise, except as required by law.

  

 Contact:

  

 Thomas Travis

 President & CEO

 (405) 810-8600