Citizens Bancshares Corporation entered into a definitive agreement to acquire Regional Bankshares, Inc. (OTCPK:RGBC) for $11.3 million on May 18, 2018. Under the terms of the transaction, Regional Bankshares shareholders will have the right to receive $15 in cash or 0.50 shares of Citizens Bancshares common stock or a combination thereof, for each share of Regional Bankshares common stock or Series A preferred stock. The cash and stock elections are subject to proration to ensure that, excluding any dissenter shares, 40% of the outstanding Regional shares will be exchanged for $15 in cash and 60% of the outstanding Regional shares will be exchanged for shares of Citizens Bancshares common stock. Gosnold G. Segars, Chairman of Regional Bankshares Board of Directors is expected to join the Citizens Bancshares Board of Directors. Other current regional board members will have the opportunity to serve as members of The Citizens Bank’s Hartsville Advisory Board. Additionally, Curtis A. Tyner, Sr., President and Chief Executive Officer of Regional Bankshares, will serve the combined company in a consulting role for a three-year period following the completion of the acquisition. The transaction will create a 19-office banking company with locations in the eastern part of South Carolina. The deal is subject to customary conditions including regulatory approval and approval by the shareholders of Regional Bankshares. The deal has been approved by the Board of Directors of Citizens Bancshares and Regional Bankshares. The closing of the transaction is expected to occur near the end of the third quarter of 2018. Smith Capital Inc. and Haynsworth Sinkler Boyd, P.A. acted as financial advisor and legal advisor to Citizens Bancshares Corporation. Eric Lawless, Matthew Veneri and Matthew Hobert of FIG Partners, LLC and Ben Barnhill, Eva Bateman, Maurice Holloway, Wendy Parker, and Kathy Solley of Nelson Mullins Riley & Scarborough LLP acted as financial advisors and legal advisors to Regional Bankshares, Inc. Citizens Bancshares Corporation completed the acquisition of Regional Bankshares, Inc. (OTCPK:RGBC) on December 1, 2018. As a result of the transaction, Heritage Community Bank, subsidiary of Regional Bankshares merged into Citizens’ subsidiary, The Citizens Bank. The three Heritage Community Bank locations in Hartsville, Camden and McBee, will operate as offices of The Citizens Bank. On November 5, 2018, the shareholders of Regional Bankshares approved the transaction. The transaction has been previously approved by the Federal Deposit Insurance Corporation and the South Carolina Board of Financial Institutions.