VyStar Credit Union signed a definitive purchase and assumption agreement to acquire Heritage Southeast Bank from Heritage Southeast Bancorporation Inc. (OTCPK:HSBI) for approximately $200 million on March 31, 2021. The purchase price of $27 per share will be paid in cash. Following the completion of this transaction, HSBI and Heritage Southeast Bank will wind down their operations and their remaining assets, after all obligations are settled, will be distributed to HSBI stockholders.

The transaction is subject to customary closing conditions, the approval of HSBI stockholders, and obtaining regulatory approvals and is expected to close after June 30, 2022. As of July 12, 2021, shareholders of Heritage Southeast Bancorporation, Inc. approved the merger by VyStar Credit Union. As of July 22, 2021, transaction is pending regulatory approvals from the FDIC, Georgia Department of Banking and Finance, the NCUA and Florida Office of Financial Regulation, which are expected in the 3rd quarter of 2021.

As of January 20, 2022 all regulatory applications have been submitted and remain pending. On October 29, 2021, HSBI, Heritage Southeast Bank and VyStar Credit Union mutually agreed to extend the time available to obtain regulatory approvals until February 28, 2022. On February 28, 2022, HSBI, Heritage Southeast Bank and VyStar Credit Union mutually agreed to extend the time available to obtain regulatory approvals, satisfy other closing conditions, by waiving their respective rights to terminate the purchase agreement until March 31, 2022.

HSBI, Heritage Southeast Bank and VyStar each to pursue regulatory approvals from the FDIC, the NCUA, the Georgia Department of Banking and Finance and the Florida Office of Financial Regulation. On March 31, 2022, Heritage Southeast Bank and VyStar Credit Union mutually agreed to extend the outside date for consummation of their proposed transaction through June 30, 2022. In connection with the amendment, the parties also agreed to permit either party to terminate the agreement in the event certain regulatory hurdles are not cleared by April 30, 2022.

While the parties continue to work toward closing the proposed business combination, the parties recognize that the timing of regulatory approval and customer notifications may result in the closing of the transaction occurring after June 30, 2022. McGuireWoods LLP acted as legal advisor and Raymond James & Associates, Inc. acted as financial advisor to VyStar. Bryan Cave Leighton Paisner LLP acted as legal advisor and Nick Barbarine and Sean Enright of Hovde Group, LLC acted as financial advisor to Heritage Southeast.