FIRST CITIZENS BANCSHARES, INC. 
Item 2.02. Results of Operations and Financial Condition.
On
Item 7.01. Regulation FD Disclosure.
In consideration of the transaction announcement earlier today, BancShares has
cancelled its live conference call originally scheduled for
In accordance with the General Instruction B.2 of Form 8-K, the information presented herein pursuant to Item 2.02, "Results of Operations," and Item 7.01, "Regulation FD," including Exhibit 99.1 and 99.2, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall the information be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. The following exhibits accompany this report.
Exhibit No. Description
99.1 Press Release, dated October 16, 2020
99.2 Investor Presentation, dated October 16, 2020
104 Cover Page Interactive Data File (embedded within the
Inline XBRL document)
The inclusion of any website address in this Form 8-K, and any exhibit thereto, is intended to be an inactive textual reference only and not an active hyperlink. The information contained in, or that can be accessed through, such website is not part of or incorporated into this Form 8-K.
Forward-Looking Statements
This communication contains "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995 regarding the financial
condition, results of operations, business plans and future performance of
BancShares. Words such as "anticipates," "believes," "estimates," "expects,"
"forecasts," "intends," "plans," "projects," "targets," "designed," "could,"
"may," "should," "will" or other similar words and expressions are intended to
identify these forward-looking statements. These forward-looking statements are
based on BancShares' current expectations and assumptions regarding BancShares'
business, the economy, and other future conditions.
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Because forward-looking statements relate to future results and occurrences,
they are subject to inherent risks, uncertainties, changes in circumstances and
other factors that are difficult to predict. Many possible events or factors
could affect BancShares' future financial results and performance and could
cause the actual results, performance or achievements of BancShares to differ
materially from any anticipated results expressed or implied by such
forward-looking statements. Such risks and uncertainties include, among others,
the impacts of the global COVID-19 pandemic on BancShares' business, the
financial success or changing conditions or strategies of BancShares' customers
or vendors, fluctuations in interest rates, actions of government regulators,
the availability of capital and personnel, the delay in closing (or failure to
close) one or more of BancShares' previously announced acquisition
transaction(s), the failure to realize the anticipated benefits of BancShares'
previously announced acquisition transaction(s), and general competitive,
economic, political, and market conditions, as well as risks related to the
proposed transaction with CIT including, in addition to those described above
and among others, (1) the risk that the cost savings, any revenue synergies and
other anticipated benefits of the proposed transaction may not be realized or
may take longer than anticipated to be realized, including as a result of the
impact of, or problems arising from, the integration of the two companies or as
a result of the condition of the economy and competitive factors in areas where
BancShares and CIT do business, (2) disruption to BancShares' and CIT's
businesses as a result of the announcement and pendency of the proposed
transaction and diversion of management's attention from ongoing business
operations and opportunities, (3) the occurrence of any event, change or other
circumstances that could give rise to the right of one or both of the parties to
terminate the definitive merger agreement, (4) the risk that the integration of
BancShares' and CIT's operations will be materially delayed or will be more
costly or difficult than expected or that BancShares and CIT are otherwise
unable to successfully integrate their businesses, (5) the failure to obtain the
necessary approvals of the stockholders of BancShares and/or CIT, (6) the
outcome of any legal proceedings that may be instituted against BancShares
and/or CIT, (7) the failure to obtain required governmental approvals (and the
risk that such approvals may result in the imposition of conditions that could
adversely affect the combined company or the expected benefits of the proposed
transaction), (8) reputational risk and potential adverse reactions of
BancShares' and/or CIT's customers, suppliers, employees or other business
partners, including those resulting from the announcement or completion of the
proposed transaction, (9) the failure of any of the closing conditions in the
definitive merger agreement to be satisfied on a timely basis or at all, (10)
delays in closing the proposed transaction, (11) the possibility that the
proposed transaction may be more expensive to complete than anticipated,
including as a result of unexpected factors or events, (12) the dilution caused
by BancShares' issuance of additional shares of its capital stock in connection
with the proposed transaction, (13) general competitive, economic, political and
market conditions, (14) other factors that may affect future results of
BancShares and CIT including changes in asset quality and credit risk, the
inability to sustain revenue and earnings growth, changes in capital markets,
inflation, customer borrowing, repayment, investment and deposit practices, the
impact, extent and timing of technological changes, capital management
activities, and other actions of the
Except to the extent required by applicable law or regulation, BancShares
disclaims any obligation to update such factors or to publicly announce the
results of any revisions to any of the forward-looking statements included
herein to reflect future events or developments. Further information regarding
BancShares and factors which could affect the forward-looking statements
contained herein can be found in BancShares' Annual Report on Form 10-K for the
fiscal year ended
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