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TMCNet:  SCBT Financial acquires 100% stake in Savannah Bancorp

[December 17, 2012]

SCBT Financial acquires 100% stake in Savannah Bancorp

Dec 17, 2012 (Datamonitor Financial Deals Tracker via COMTEX) -- SCBT Financial Corporation, a provider of banking services and products, has acquired all common outstanding shares of Savannah Bancorp, Inc. for a total value of approximately $67.1 million. Both the companies are based in the US.
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Savannah Bancorp is a bank holding company for The Savannah Bank, N.A., Bryan Bank & Trust, and Minis & Co., Inc. SCBT Financial is the holding company of SCBT, N.A.

Announcement (August 8, 2012): SCBT Financial has entered into an agreement to acquire all common outstanding shares of Savannah Bancorp for a total value of approximately $67.1 million.

According to the terms of the agreement, shareholders of Savannah Bancorp will receive 0.2503 shares of SCBT Financial common stock for each share of SAVB common stock. The stock issuance is valued based on 7,199,237 shares of SAVB common stock outstanding and on SCBT Financial's August 7, 2012 closing stock price of $37.21. The offer represents a price per share of $9.31 and a premium of 68% to Savannah Bancorp's stock price of $5.55 on August 7, 2012.

Upon completion of the transaction, The Savannah Bank and Bryan Bank & Trust will merge with and into SCBT Financial and Savannah Bancorp will be merged into SCBT Financial.

Following the transaction, the combined company will have approximately $5,300 million in total assets, $4,500 million in total deposits, $3,800 million in total loans, $1,200 million in deposits and a network of 87 branches in the Carolinas and Georgia. Minis combined with SCBT Financial's existing Wealth Management Group, will have total assets under management of approximately $1,600 million.

Keefe, Bruyette & Woods, Inc. is acting as financial advisor and Wachtell, Lipton, Rosen & Katz LLP is acting as legal counsel to SCBT Financial. SunTrust Robinson Humphrey, Inc., Sandler O'Neill & Partners, L.P, and FIG Partners, LLC are acting as financial advisors, Alston & Bird LLP and Ellis, Painter, Ratterree & Adams LLP are acting as legal counsel to Savannah Bancorp.

The Boards of Directors of both SCBT Financial and Savannah Bancorp have unanimously approved the transaction, which is expected to close in the fourth quarter of 2012.

Deal Value (US$ Million) 67.1 Deal Type Acquisition Sub-Category 100% Acquisition Deal Status Completed: 2012-12-13 Deal Participants Target (Company) Savannah Bancorp, Inc.

Acquirer (Company) SCBT Financial Corporation Deal Rationale The acquisition will enable SCBT Financial to enter the Savannah market and increase existing market share in both Georgia and South Carolina. The new company will now rank third in market share in combined counties served.

Through the acquisition, SCBT Financial will be able to provide its clients the benefits of a larger footprint and enhanced products and services. The transaction will provide expanded branch network across three states and 87 branches.

The deal is also expected to generate significant operational synergies and 35% cost savings for the two companies.

Bid Premium ($ per share) 68

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