United Community Banks, Inc. Announces Definitive Merger Agreement with Peach State Bancshares, Inc.

Key Details of the Merger Transaction

• Date Announced: April 21, 2026
• Acquirer: United Community Banks, Inc. (NYSE: UCB) (“United”)
• Target: Peach State Bancshares, Inc., parent of Peach State Bank & Trust (“Peach State”)
• Type of Transaction: Stock and cash merger
• Aggregate Value: \$100.8 million, based on United’s stock price of \$34.15 as of April 17, 2026
• Expected Closing: Third quarter of 2026, subject to regulatory and Peach State shareholder approvals

Transaction Structure and Consideration

Under the terms of the merger agreement, Peach State shareholders will be able to elect to receive either:

• Per Share Cash Consideration: \$31.75 per Peach State share
• Per Share Stock Consideration: 0.8978 shares of United common stock per Peach State share

The merger consideration is subject to proration so that 50% of Peach State shares receive stock consideration and 50% receive cash. Outstanding stock options of Peach State will be cashed out at closing.

Strategic Rationale and Management Commentary

Lynn Harton, Chairman and CEO of United, commented on the deal: “We are very pleased to join forces with Peach State to strengthen our presence in Gainesville, an outstanding area. United’s culture and Peach State’s culture fit seamlessly together, where we share a deep commitment to service and a strong presence in the communities we serve. Because we already operate in the Gainesville area, this partnership creates a unique opportunity to combine local knowledge and deepen our impact. Together, we will build service-minded teams focused on improving our communities – one customer at a time.”

Ron Quinn, President and CEO of Peach State Bank, added: “As we considered potential partners to help move us into the next phase of our growth, it became clear that United Community was by far the best strategic fit. Their focus on the needs of the customer, combined with their larger balance sheet and expanded product and service offerings, will ensure our customers continue to receive best in class service. They are also very focused on creating a great place to work for great people, and I know that there will be a strong culture fit across our two teams.”

Financial Impact and Shareholder Value Considerations

• The merger is expected to be accretive to United’s earnings per share (EPS) by approximately \$0.09 per share in 2027, the first full year of combined operations.
• If United repurchases shares on the open market to offset dilution from shares issued in the transaction, EPS accretion is expected to increase to approximately \$0.12 per share in 2027.
• The estimated transaction returns are consistent with United’s stated acquisition criteria pertaining to tangible book value and targeted internal rates of return.
• The merger agreement was unanimously approved by the boards of directors of both United and Peach State.

About the Companies

United Community Banks, Inc.

• Assets: \$28.2 billion as of March 31, 2026
• Branches: 200 offices across Alabama, Florida, Georgia, North Carolina, South Carolina, and Tennessee
• Capabilities: Full range of banking, mortgage, and wealth management services; nationally recognized SBA lending franchise and equipment finance subsidiary
• Awards: Most awarded bank in the Southeast for Retail Banking Customer Satisfaction by J.D. Power; recognized as one of the “Best Banks to Work For” by American Banker for nine consecutive years; multiple 2026 Greenwich Best Bank awards for Small Business Banking; consistently named among “World’s Best” and “America’s Best Banks” by Forbes

Peach State Bancshares, Inc. (Peach State Bank & Trust)

• Assets: \$788 million as of March 31, 2026
• Branches: Two branches located in Gainesville and Braselton, Hall County, Georgia
• Recognition: Named to Newsweek Magazine’s 2026 list of America’s Best 500 Regional Banks and one of only three banks in Georgia to receive the highest 5-Star ranking based on financial strength, customer satisfaction, and community banking performance

Advisors

• United’s Financial Advisor: Hovde Group, LLC
• United’s Legal Advisor: Wachtell, Lipton, Rosen & Katz
• Peach State’s Financial Advisor: Piper Sandler & Co.
• Peach State’s Legal Advisor: Alston & Bird, LLP

Key Shareholder and Regulatory Considerations

• The merger is subject to customary closing conditions, including regulatory approvals and approval by Peach State’s shareholders.
• Important risk factors are outlined, including potential delays in realizing cost savings or revenue synergies, risks related to integration, regulatory or litigation risk, and general market conditions.
• United will file a registration statement on Form S-4 with the SEC, including a proxy statement/prospectus for Peach State shareholders. Investors and shareholders are strongly encouraged to read these materials when available.

Potential Price-Sensitive Information

• The transaction is valued at \$100.8 million, which could have a significant impact on United’s and Peach State’s share prices.
• The deal is expected to be accretive to United’s EPS in 2027, which is generally viewed favorably by investors.
• Fifty percent of Peach State shares will be exchanged for cash and fifty percent for United stock, providing liquidity and potential participation in future upside for Peach State shareholders.
• Any changes in regulatory approval status, deal terms, or failure to consummate the merger could materially impact share prices for both companies.

Next Steps

• United will file the required documents with the SEC, and Peach State shareholders will receive a proxy statement/prospectus with details on the transaction and how to vote.
• The merger is expected to close in Q3 2026, pending all necessary approvals.

Disclaimer

This article contains forward-looking statements based on management’s current expectations, subject to risks and uncertainties that could cause actual outcomes to differ materially. No assurance can be given that the merger will be completed as described, or that anticipated synergies and accretion will be realized. Investors are urged to review all filings and documents related to the transaction and consult with their financial advisors before making investment decisions.

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