The shares to be acquired are being sold by a court-appointed receiver through a court-supervised sale process in the receivership proceeding captioned KS StateBank Corporation v. Peters, et al., pending in the U.S. District Court for the District of Arizona. Bank7 has agreed to serve as the "stalking horse" bidder, establishing the floor price and baseline terms for the sale. Consistent with a court-supervised sale, the agreement and the proposed transaction are subject to higher or otherwise better offers solicited through a competitive bidding and auction process, for which we have a matching right, as well as approval by the Court. Completion of the transaction is also subject to the receipt of all required bank regulatory approvals and the satisfaction of customary closing conditions. The transaction is expected to close in the third quarter. There can be no assurance that the transaction will be completed on the terms described, or at all.

Founded in 1887, Century Bank operates nine branches across New Mexico, complemented by two loan production offices in Texas. As of March 31, 2026, Century Bank reported total assets of $1.35 billion, total deposits of $1.22 billion, and gross loans of $826 million.

Upon completion, the transaction would create a combined Southwest banking organization with approximately $3.4 billion in total assets. The Company expects the acquisition to extend its footprint into an attractive and adjacent new market.

"The Century team members have built a solid franchise through a trusted, relationship-driven banking model that has served New Mexico communities for generations. We look forward to working closely together to continue building on their work," said Thomas L. Travis, President and CEO of the Company. "This transaction extends our footprint into a neighboring Southwest market, represents a disciplined use of our excess capital, and positions the combined organization to deliver personalized, high-touch service to even more business owners and entrepreneurs — all to the benefit of our customers, communities, and shareholders."

Strategic Rationale

  • Attractive market extension. The acquisition expands Bank7 into New Mexico, with a heavy focus on the Santa Fe market, a contiguous addition to its existing Oklahoma, Texas, and Kansas markets.
  • Disciplined use of excess capital. The transaction deploys excess capital that Bank7 has accumulated over time into a franchise-enhancing acquisition, an enhancement the Company believes will generate stronger long-term returns than buybacks, dividends, or organic growth alone.
  • Continuity for customers and communities. Should Bank7's effort be successful, the Century brand will be retained, and customers will continue working with their longtime bankers.

About Bank7 Corp.