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February 9, 2017

Patrick A. Burrow, Esq.


Executive Vice President, General Counsel & Secretary
Simmons First National Corporation
425 West Capitol Avenue, Suite 1400
Little Rock, Arkansas 72201

Dear Mr. Burrow:


This letter concerns the application dated November 23, 2016, by Simmons First National
Corporation (Simmons), Pine Bluff, Arkansas, to acquire Hardeman County Investment
Company, Inc. (Hardeman), and thereby indirectly acquire First South Bank, both of Jackson,
Tennessee, pursuant to section 3(a)(5) of the Bank Holding Company Act of 1956, as amended.
Upon review, staff of the Board of Governors of the Federal Reserve System (Board) requests
the following additional information. Supporting documentation should be provided as
appropriate.
1. Discuss Simmonss plans to integrate the management of Simmons and Hardeman after
the proposed holding company merger. Your response should detail the following:
a. Whether Simmons intends to retain any senior management officials of
Hardeman, and if so, the positions the officers would serve in the Simmons
organization; and
b. Whether Simmons intends to retain (or augment) its existing risk-management
policies, procedures, and controls at the combined organization.

2. On December 28, 2016, the Board received a public comment from Inner City Press/Fair
Finance Watch (Inner City) that, among other things, alleged disparities in the rates at
which Simmons denied applications by African Americans, as compared to whites, for
conventional home purchase loans in the Little Rock, Arkansas, and Memphis,
Tennessee-Mississippi-Arkansas, metropolitan statistical areas. In response to Inner
Citys comment, Simmons stated in a letter to the Board dated January 10, 2017, that
Inner Citys allegation does not fairly present the lending activities of Simmons in those
markets. Please discuss further why the 2015 HMDA data referenced by Inner City
does not fairly present Simmonss lending record (e.g., policies and procedures, overall
lending) in the Arkansas and Memphis MSAs.

3. Discuss whether Simmons anticipates that there would be any changes to the products
and services currently offered to customers of Simmonss wholly-owned subsidiary,
Simmons Bank, Pine Bluff, Arkansas, and First South Bank during the period between
consummation of the holding company merger and the proposed merger of Simmons
Bank and First South Bank.

4. Provide a list of any branches that Simmons contemplates closing, consolidating, or


relocating in connection with the proposed transaction. For each branch to be closed,
consolidated, or relocated, provide the branch name, street address, city, state, and zip
code. If any of the branches that you anticipate closing, consolidating, or relocating are
located in low- or moderate-income census tracts, describe any additional activities that
Simmons plans to undertake in order to mitigate the impact of the closing(s) on the
communities in which it operates.

5. Provide a copy of the latest CRA Strategic Plan referred to on page 13 of the FR Y-3N
Notification filed by Simmons on November 23, 2016. In addition, please discuss
whether Simmons intends to make any changes to its current CRA Strategic Plan or other
CRA-related initiatives upon the merger of Simmons and Hardeman.

6. Discuss any pending or recently resolved litigation or investigations by regulators,


including, but not limited to, those pertaining to consumer protection laws and
regulations, against Simmons Bank and First South Bank.

Please address your responses within eight business days to Paul F. Lippold at the
Federal Reserve Bank of St. Louis. Any information for which you desire confidential treatment
should be so labeled and separately bound in accordance with the Boards rules regarding
confidential treatment of information at 12 CFR 261.15.

If you have any questions concerning this letter, please contact Vicki Szybillo at
(202-475-6325) or Evans Muzere at (202-452-2621), both of the Boards Legal Division.

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