FIG Partners Advised Fidelity Southern Corporation In $750.7 Million Merger With Ameris Bancorp

FIG Has Now Completed 116 M&A Transactions Totaling More Than
$7.8 Billion In Transaction Volume

ATLANTA, December 17, 2018 — Ameris Bancorp (Nasdaq: ABCB) and Fidelity Southern Corporation (Nasdaq: LION) have announced a definitive merger agreement.

FIG Advised Fidelity Southern Corporation In $750.7 Million Merger With Ameris BancorpFidelity Southern Corporation, the parent company of Fidelity Bank, and Ameris Bancorp, the parent company of Ameris Bank, will combine their parent companies and subsidiaries in an all-stock transaction.

Based on September 30, 2018 results, the combined company will have approximately $16.2 billion in assets and a branching network across Florida, Georgia, Alabama and the Carolinas.

Under the terms of the agreement, each share of Fidelity common stock will be converted into 0.80 shares of Ameris common stock. Outstanding options to purchase shares of Fidelity common stock will be converted into options to purchase shares of Ameris common stock, with the exercise price and number of shares underlying each option adjusted to reflect the exchange ratio of 0.80.

The transaction is valued at $27.22 per share, or approximately $750.7 million in the aggregate, based on Ameris’s closing stock price of $34.02 as of December 14, 2018.

“We are truly excited to be partnering with Ameris,” said James B. Miller, Jr., Chairman and Chief Executive Officer of Fidelity. “We have built a relationship with Ameris over the years and now is the time to combine our respective franchises to create a leading Southeastern bank holding company operating in a number of the best banking markets in the country. I am convinced that this merger will result in benefits to the shareholders, customers and employees of both companies that would have likely taken years to accomplish independently.”

H. Palmer Proctor Jr., President of Fidelity said, “The combination of Ameris and Fidelity joins two franchises that are very similar in culture, complementary in terms of our lines of business and well positioned competitively, resulting in a $16 billion asset bank second to none in terms of management strength and financial resources.”

FIG provided a fairness opinion to Fidelity, led by Matthew Veneri, Managing Principal and Co-Head of Investment Banking, and Eric Lawless, Principal and Head of Corporate Development.

More information is available here.

Since 2003, FIG has been the trusted advisor to community banks and investors. To learn more about FIG’s investment banking services, visit www.figpartners.com.

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