8-KFiled Sep 9, 8:00 PM ET

Bank7 Corp. Amends Purchase Agreement to Acquire Century Financial Shares

$BSVN · Bank7 Corp.

Research Summary

AI-generated summary of this SEC filing

Updated

Bank7 Corp. Amends Purchase Agreement to Acquire Century Financial Shares

What Happened

  • Bank7 Corp. (BSVN) announced an amendment to its Stock Purchase Agreement to acquire shares of Century Financial Services Corporation. On July 1, 2026, Bank7 originally agreed to buy 237,136 shares and additional shares subject to a receivership (estimated at ~71% of Century’s outstanding common stock) for $68.0 million. After a Court‑supervised auction on September 3, 2026, Bank7 was designated the successful bidder and on September 3, 2026 executed a First Amendment increasing the purchase price to $88,960,000. The $88.96M purchase price reflects Bank7’s $91,000,000 winning bid less a $2,040,000 break‑up fee credit. Other material terms of the Purchase Agreement remain unchanged.

Key Details

  • Original Purchase Agreement date: July 1, 2026; Amendment executed: September 3, 2026.
  • Shares targeted: 237,136 shares plus additional receivership shares (~71% of Century’s outstanding common stock).
  • Original purchase price: $68.0 million; amended purchase price: $88,960,000 (winning bid $91,000,000 minus $2,040,000 credit).
  • Closing remains subject to conditions including entry of a Court Sale Order and required regulatory approvals, notably from the Board of Governors of the Federal Reserve System.

Why It Matters

  • This filing confirms Bank7’s commitment to acquire control of Century Financial through a court‑supervised process and documents a materially higher purchase price than initially disclosed. For investors, the amendment means Bank7 will deploy significantly more capital if the deal closes and will need to obtain regulatory approvals; these factors could affect Bank7’s capital position, liquidity and regulatory review timeline. The transaction remains conditional and is not yet closed.