공고 • Dec 03
MetroCity Bankshares, Inc. (NasdaqGS:MCBS) completed the acquisition of First IC Corporation (OTCPK:FIEB) from a group of shareholders for approximately $200 million.
MetroCity Bankshares, Inc. (NasdaqGS:MCBS) signed a letter of intent to acquire First IC Corporation (OTCPK:FIEB) from a group of shareholders on January 24, 2025. MetroCity Bankshares, Inc. (NasdaqGS:MCBS) signed a definitive merger agreement to acquire First IC Corporation (OTCPK:FIEB) from a group of shareholders for approximately $210 million on March 16, 2025. Under the agreement, MetroCity Bankshares will acquire First IC and First IC Bank, in a cash and stock transaction. First IC shareholders will receive 3.38 million shares of MetroCity common stock and $111.97 million in cash, subject to adjustment, for total consideration consisting of approximately 46% stock and 54% cash. Based on the closing price of MetroCity common stock of $27.78 per share on March 14, 2025, the implied purchase price is $22.71 per First IC common share, with an aggregate transaction value of approximately $206 million and exchange ratio is set at 0.3732 shares of MCBS stock for each FIEB share. Holders of First IC stock options will be cashed out. The agreement provides that a termination fee of $8,239,563 will be payable by FIEB in connection with the termination of the Merger.
The merger is expected to close in the fourth quarter of 2025, subject to satisfaction of customary closing conditions, including receipt of required regulatory approvals including the approval of the Board of Governors of the Federal Reserve System, the Federal Deposit Insurance Corporation, and the Georgia Department of Banking and Finance, the effectiveness of the registration statement on Form S-4 to be filed with the U.S. Securities and Exchange Commission (“SEC”) by MCBS in connection with the transactions contemplated by the Reorganization Agreement, the listing of the shares of MCBS Common Stock issuable pursuant to the Merger on Nasdaq, subject to official notice of issuance. Each party’s obligation to complete the Merger is also subject to additional customary conditions, including, among others and approval by the shareholders of First IC. The merger was unanimously approved by the Boards of Directors of both companies.
As of July 15, 2025, MCBS and Metro City Bank received of all required regulatory approvals and non-objections. In addition, on July 15, 2025, First IC’s shareholders voted to approve the Reorganization Agreement and the transactions contemplated thereby, including the Merger. On November 14, 2025, it was announced that the transaction is expected to be completed on December 1, 2025, subject to the satisfaction or waiver of the remaining customary closing conditions.
Hillworth Bank Partners acted as financial advisor to MetroCity and rendered a fairness opinion to its board of directors. Peter G. Weinstock and Beth A. Whitaker of Hunton Andrews Kurth LLP served as legal counsels to MetroCity. Stephens Inc. acted as financial advisor to First IC and rendered a fairness opinion to its board of directors. Stephens is entitled to receive from First IC reimbursement of Stephens’ expenses and a fee in the amount of $2,950,000 for its services as financial advisor to First IC, a significant portion of which is contingent upon the consummation of the proposed merger. Stephens also received a fee of $750,000 from First IC upon rendering its fairness opinion. Mark C. Kanaly and David S. Park of Alston & Bird LLP served as legal counsels to First IC. Computershare Trust Company, N.A. acted as exchange agent to MetroCity.
MetroCity Bankshares, Inc. (NasdaqGS:MCBS) completed the acquisition of First IC Corporation (OTCPK:FIEB) from a group of shareholders for approximately $200 million on December 1, 2025. Pursuant to the terms of the transaction, each share of FIEB common stock was converted into the right to receive, without interest, 0.3729 shares of MCBS common stock and $12.19 in cash.