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SmartFinancial, Inc. acquires Sevier County Bancshares, Inc.
April 16, 2021

KNOXVILLE – SmartFinancial, Inc., (Nasdaq: SMBK) (“SmartFinancial”), parent company of SmartBank, and Sevier County Bancshares, Inc., (“SCB”), parent company of Sevier County Bank, jointly announced today their entry into an agreement and plan of merger pursuant to which SmartFinancial will acquire SCB.

As of December 31, 2020, SCB had approximately $424 million of total assets, $381 million in deposits, and $243 million in net loans with six branches in Sevier County, Tennessee and one branch in Richmond, Virginia. The proposed transaction will improve SmartFinancial’s market share to #1 in Sevier County, Tennessee based on deposits as of June 30, 2020 and become the 4th largest community bank headquartered in Tennessee, with total consolidated assets in excess of $3.7 billion. Additionally, SmartFinancial will enter the Richmond, Virginia market with the addition of SCB’s six-person commercial banking team. The Richmond team brings decades of commercial banking experience in the rapidly growing Richmond, Virginia area.

“We are pleased to partner with Sevier County Bank, which has a multi-generational history within our legacy footprint and is a company that we have known and admired for years,” explained Billy Carroll, President and CEO of SmartFinancial. “Our familiarity with their leadership team and common market area are what attracted us to this opportunity. This merger is reflective of our philosophy of partnering with banks that hold core values similar to our own and have a commitment to serving their local communities.”

“SCB operates with a core mission of ‘Keeping Community in Business’, which complements SmartFinancial’s mission of serving clients and delivering ‘WOW’ experiences. We will offer more convenience to Sevier County Bank customers through a large regional branch network and enhanced product offerings and services,” commented Miller Welborn, Chairman of the Board of SmartFinancial. “Additionally, we are extremely enthusiastic about the new opportunities ahead for our company in the Richmond, Virginia market area. We look forward to continued growth and new opportunities in this new market.”

SCB shareholders will receive 0.4116 shares of SmartFinancial common stock for each share of SCB common stock currently held, provided that holders of fewer than 20,000 shares of SCB common stock will have the option to receive cash for their shares in an amount to be calculated based on the average trading price of SmartFinancial’s common stock prior to the closing of the transaction. The transaction is valued on an aggregate basis at approximately $38.2 million, based on SmartFinancial’s closing stock price on April 13, 2021. Based on SCB’s tangible common equity as of December 31, 2020, the implied price to tangible book value is approximately 128%.

The acquisition, which is subject to customary closing conditions including the approval of SCB shareholders and the receipt of all necessary regulatory approvals, is expected to be completed in early third quarter of 2021.

Upon completion of the merger, John Presley, Executive Chairman, will join the boards of both SmartFinancial and SmartBank. “This partnership will provide us new opportunities to increase the depth of products and services we can offer to our customers, while providing significant value to our shareholders.,” remarked Presley. “Importantly, SmartBank shares our commitment to community banking and understands the value we provide to the communities we serve. We have great history and pride in being a strong and trusted resource for our customers and communities, and I am honored to continue this legacy as a future director of SmartFinancial.”

Alston & Bird LLP served as legal advisor to SmartFinancial. Performance Trust Capital Partners, LLC served as financial advisor, and Baker, Donelson, Bearman, Caldwell & Berkowitz, PC served as legal counsel to Sevier County Bancshares, Inc.

SmartFinancial, Inc., with assets in excess of $3.3 billion, is a publicly traded bank holding company for SmartBank based in Knoxville. SmartBank is a full-service commercial bank founded in 2007, with 35 branches spanning East and Middle Tennessee, Alabama, and the Florida Panhandle. Recruiting the best people, delivering exceptional client service, strategic branching, and a disciplined approach to lending have contributed to the company’s success. More information about SmartFinancial can be found on its website: www.smartfinancialinc.com.

Sevier County Bancshares, Inc. serves as the holding company for Sevierville, Tennessee-based Sevier County Bank. Founded in 1909, Sevier County Bank has over $400 million in total assets with six branches in Sevier County, Tennessee and one branch in Richmond, Virginia. For more information about Sevier County Bank, please visit www.bankscb.com.


Forward-Looking Statements

Statements in this press release may not be based on historical facts and may be “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by reference to future period(s) or by the use of forward-looking terminology, such as “anticipate,” “estimate,” “expect,” “foresee,” “may,” “might,” “will,” “would,” “could” or “intend,” future or conditional verb tenses, and variations or negatives of such terms. These forward-looking statements include, without limitation, statements relating to the expected impact of the proposed transaction between SmartFinancial and SCB (the “Proposed Transaction”) on the combined entities’ operations, financial condition, and financial results, (ii) expectations regarding the ability of SmartFinancial to successfully integrate the combined businesses, and (iii) the amount of cost savings and other benefits that are expected to be realized as a result of the Proposed Transaction. Readers are cautioned not to place undue reliance on the forward-looking statements contained in this press release because actual results could differ materially from those indicated in such forward-looking statements due to a variety of factors. These factors, include, but are not limited to, the ability to obtain regulatory approvals and meet other closing conditions required to complete the Proposed Transaction, including necessary approvals by SCB’s shareholders, on the expected terms and schedule, delays in closing the Proposed Transaction, difficulties and delays in integrating the SCB business or fully realizing cost savings from and other anticipated benefits of the Proposed Transaction, business disruption during and following the Proposed Transaction, changes in interest rates and capital markets, inflation, customer acceptance of the combined business’s products and services, uncertainty as to the extent of the duration, scope, and impacts of the COVID-19 pandemic on SCB and SmartFinancial and the proposed transaction, changes in general economic conditions, and other risk factors. Other relevant risk factors may be detailed from time to time in SmartFinancial’s press releases and filings with the Securities and Exchange Commission (the “SEC”). All forward-looking statements, expressed or implied, included in this press release are expressly qualified in their entirety by the cautionary statements contained or referred to herein. Any forward-looking statement speaks only as of the date of this press release, and neither SmartFinancial nor SCB undertake any obligation, and each specifically declines any obligation, to revise or update these forward-looking statements, whether as a result of new information, future developments or otherwise.









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