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Bank of the Ozarks Announces Agreement to Purchase River Valley Bank of Russellville.


Business Editors

LITTLE ROCK, Ark.--(BUSINESS WIRE)--March 11, 2003

Bank of the Ozarks, Inc. (NASDAQ NASDAQ
 in full National Association of Securities Dealers Automated Quotations

U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on
: OZRK) today announced the signing of an Agreement and Plan of Merger between Bank of the Ozarks, Inc. and RVB RvB Red Vs Blue
RVB US Revenue Boating (Scott Catalogue prefix; philately)
RVB Rock Village Band (South Middleborough, MA) 
 Bancshares, Inc. ("RVB"). RVB owns 100% of River Valley Bank, a Russellville, Arkansas Russellville is a city in Pope County, Arkansas, United States. According to 2006 Census Bureau estimates, the population of the city is 25,520, ranking it as the state's 16th largest city, behind Benton.[1] The ZIP codes are 72802 and 72801.  bank with approximately $54 million in assets as of December 31, 2002. This acquisition will be accomplished as a merger pursuant to which RVB will be merged with and into Bank of the Ozarks, Inc. with the stockholders of RVB receiving a combination of cash and Bank of the Ozarks, Inc. common stock.

"Russellville is an important market in the Arkansas River Arkansas River

River, rising in central Colorado, U.S. At 1,450 mi (2,333 km) long, it flows east through southern Kansas and southeast across northeastern Oklahoma and bisects Arkansas, where it empties into the Mississippi River.
 Valley on Interstate in·ter·state  
adj.
Involving, existing between, or connecting two or more states.

n.
One of a system of highways extending between the major cities of the 48 contiguous United States.

Noun 1.
 40 between our offices in Conway and Clarksville," said George Gleason, chairman and chief executive officer of Bank of the Ozarks. "This acquisition is a natural fit with our growth and de novo [Latin, Anew.] A second time; afresh. A trial or a hearing that is ordered by an appellate court that has reviewed the record of a hearing in a lower court and sent the matter back to the original court for a new trial, as if it had not been previously heard nor decided.  branching strategy. We are looking forward to providing our new Russellville customers a very attractive package of enhanced banking services."

Russellville is the county seat and largest community in Pope County Pope County is the name of three counties in the United States:
  • Pope County, Arkansas
  • Pope County, Illinois
  • Pope County, Minnesota
. As of December 31, 2002, River Valley Bank had approximately $45 million in loans and $49 million in deposits. Bank of the Ozarks, Inc. is paying 1.75 times RVB's December 31, 2002 equity, or approximately 14.6 times last year's earnings, with no adjustment being made for 2003 earnings to the date of closing. This price of approximately $7.1 million will be paid in cash and/or Bank of the Ozarks, Inc. common stock at the option of each RVB shareholder, provided that no more than 49% of the total purchase price will be paid in cash. The transaction is expected to be consummated con·sum·mate  
tr.v. con·sum·mat·ed, con·sum·mat·ing, con·sum·mates
1.
a. To bring to completion or fruition; conclude: consummate a business transaction.

b.
 in the second quarter of 2003 and is subject to regulatory approvals and the approval of RVB's shareholders. The transaction is also subject to other conditions, including conditions related to the price of Bank of the Ozarks, Inc. common stock prior to closing. The transaction is expected to be a tax-free reorganization for federal income tax purposes.

"I look forward to working with Bank of the Ozarks during the transition," said James Biggers, president of River Valley Bank. "The Board of Directors and I firmly believe Bank of the Ozarks is the best partner for RVB and River Valley Bank. I am very proud of the bank we have built and am confident this merger with Bank of the Ozarks will be a positive step forward for our stockholders, customers and staff."

Bank of the Ozarks, Inc. expects the acquisition to have no material impact on its 2003 earnings per share and to be slightly accretive to 2004 earnings per share. As a result, Bank of the Ozarks, Inc. is confirming its previous earnings guidance provided in its January conference call.

In February 2003 Bank of the Ozarks opened a previously announced loan production office in Russellville and has contracted to purchase two sites for de novo branches in this market in 2003. Brad Thresher, executive vice president of Bank of the Ozarks will be leading the bank's expansion in Russellville including the transition of River Valley Bank's customers and staff to Bank of the Ozarks. Thresher will work with River Valley Bank president James Biggers to accomplish a smooth transition.

In connection with this proposed transaction, Bank of the Ozarks, Inc. intends to file with the SEC a proxy statement/prospectus and other relevant materials. INVESTORS AND SECURITY HOLDERS OF BANK OF THE OZARKS, INC. AND RVB BANCSHARES, INC. ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT BANK OF THE OZARKS, INC., RVB BANCSHARES, INC. AND THE PROPOSED MERGER. The proxy statement/prospectus and other relevant materials (when they become available) and any other documents filed by Bank of the Ozarks, Inc. with the SEC may be obtained free of charge at the SEC's web site at www.sec.gov. In addition, investors and security holders may obtain free copies of all documents filed by Bank of the Ozarks, Inc. with the SEC by contacting Bank of the Ozarks, Inc's. Investor Relations Investor relations

The process by which the corporation communicates with its investors.
 at P.O. Box 8811, Little Rock AR, 72231-8811 or by accessing Bank of the Ozarks, Inc.'s web site at www.bankozarks.com.

This release contains forward looking statements regarding Bank of the Ozarks, Inc.'s plans, expectations and outlook for the future and future events including statements regarding the impact of the proposed merger. Actual results may differ materially from those projected in such forward looking statements, due, among other things, to various risks and uncertainties, including, but not limited to, (1) the possibility that the transaction does not close due to failure to receive required approvals or satisfy other conditions, (2) the ability to successfully integrate RVB's operations, (3) competitive factors and economic conditions in the Russellville market, including the impact of the current economic slow down, (4) the creditworthiness Creditworthiness

The condition in which the risk of default on a debt obligation by that entity is deemed low.


Creditworthiness

Eligibility of an individual or firm to borrow money.
 of RVB's borrowers and the ability to retain RVB's deposit and loan customer base following consummation CONSUMMATION. The completion of a thing; as the consummation of marriage; (q.v.) the consummation of a contract, and the like.
     2. A contract is said to be consummated, when everything to be done in relation to it, has been accomplished.
 of the transaction and (5) other factors identified in this press release or in Management's Discussion and Analysis Management's discussion and analysis (MD&A)

A report from management to shareholders that accompanies the firm's financial statements in the annual report. It explains the period's financial results and enables management to discuss topics that may not be apparent in the financial
 under the caption "Forward Looking Information" contained in the Company's most recent Annual Report to Stockholders and the most recent Annual Report on Form 10-K Form 10-K

A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information.


Form 10-K

See 10-K.
 filed with the Securities and Exchange Commission.

Bank of the Ozarks, Inc. is a bank holding company with $1.04 billion in total assets as of December 31, 2002 and trades on the NASDAQ National Market under the symbol "OZRK." The Company owns a state-chartered subsidiary bank that conducts operations through 33 banking offices in 22 communities throughout northern, western and central Arkansas and loan production offices in Russellville, Arkansas, Charlotte, North Carolina “Charlotte” redirects here. For other uses, see Charlotte (disambiguation).
Charlotte is the largest city in the state of North Carolina and the 20th largest city in the United States.
 and Frisco, Texas Frisco is a city in Collin County and Denton County, Texas (USA).

It is a northern suburb of Dallas. As of the 2000 census, the city population was 33,714, while according to 2007 estimate, the city's population is approximately 95,000.
. The Company may be contacted at (501) 978-2265 or P.O. Box 8811, Little Rock, AR 72231. The Company's website is www.bankozarks.com.
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Publication:Business Wire
Geographic Code:1U7AR
Date:Mar 11, 2003
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