First Bancorp and First Carolina Bancshares Corporation announced a definitive merger agreement on July 14, 2026. Under the agreement, First Bancorp will acquire First Carolina Bancshares in a stock-and-cash transaction valued at approximately $166 million.
The transaction includes approximately 1,967,017 shares of First Bancorp common stock and about $40 million in cash for First Carolina shareholders. Around 75% of the consideration will be paid in First Bancorp stock and approximately 25% in cash.
The transaction was valued using First Bancorp’s July 13, 2026 closing share price of $64.22. Because a significant portion of the consideration is stock, the final implied value can change depending on First Bancorp’s share price.
The merger has not yet been completed. It remains subject to First Carolina shareholder approval, regulatory approvals, the effectiveness of First Bancorp’s SEC registration statement and other customary closing conditions.
The companies currently expect the transaction to close in late Q4 2026 or early Q1 2027.
Deal Highlights
| Deal Detail | Information |
| Acquirer | First Bancorp |
| Target | First Carolina Bancshares Corporation |
| Target Bank | Carolina Bank & Trust |
| Deal Type | Bank Merger / Acquisition |
| Transaction Value | Approximately $166 million |
| Consideration | Approximately 75% Stock + 25% Cash |
| First Bancorp Shares Issued | Approximately 1,967,017 |
| Cash Consideration | Approximately $40 million |
| Announcement Date | July 14, 2026 |
| Expected Closing | Late Q4 2026 / Early Q1 2027 |
| Acquirer Ticker | NASDAQ: FBNC |
| Acquirer Headquarters | Southern Pines, North Carolina |
| Target Headquarters | Florence, South Carolina |
What Does First Bancorp Do?
First Bancorp is a bank holding company whose primary banking subsidiary is First Bank.
The company is headquartered in Southern Pines, North Carolina. First Bank provides banking and financial services to individuals, businesses and communities.
As of June 30, 2026, First Bancorp had more than $13 billion in total assets and First Bank operated 113 branches across North Carolina and South Carolina.
First Bancorp’s shares trade on the Nasdaq Global Select Market under the ticker FBNC.
In the second quarter of 2026, First Bancorp reported approximately $50.5 million in net income and $1.22 in diluted earnings per share. Its net interest margin was 3.71%.
What Does First Carolina Bancshares Do?
First Carolina Bancshares Corporation is a South Carolina-based bank holding company. Its main subsidiary is Carolina Bank & Trust.
Carolina Bank & Trust was established in 1936 and serves individuals and businesses primarily in northeastern South Carolina.
The bank provides services including:
- Consumer banking
- Business banking
- Loans
- Deposits
- Wealth management
- Other financial services
As of June 30, 2026, Carolina Bank & Trust had approximately:
- $831 million in total assets
- $596 million in loans
- $714 million in deposits
- 14 banking locations
The bank has a strong presence in South Carolina’s Pee Dee region.
What Will Happen in the Merger?
This transaction involves the combination of both the bank holding companies and their banking subsidiaries.
Under the agreement:
First Carolina Bancshares will merge into First Bancorp.
At the banking level:
Carolina Bank & Trust will merge into First Bank.
Following the bank merger, the surviving bank will operate under the First Bank name.
In simple terms, Carolina Bank & Trust’s customers, deposits, loans, branches and banking operations will become part of First Bank after the required approvals and closing conditions are completed.
What Will First Carolina Shareholders Receive?
The transaction is not an all-cash acquisition.
Under the merger agreement, each First Carolina common shareholder will receive:
14.5340 shares of First Bancorp common stock + $294.94 in cash
for each First Carolina common share, subject to the terms of the merger agreement.
Overall, First Carolina shareholders are expected to receive approximately 1.967 million First Bancorp shares and around $40 million in cash.
This makes the transaction a stock-and-cash merger.
How Was the $166 Million Deal Value Calculated?
The transaction has an approximate value of $166 million.
According to First Bancorp’s investor presentation, approximately 75% of the transaction consideration will be paid in First Bancorp stock, while approximately 25% will be paid in cash.
The valuation was based on First Bancorp’s $64.22 share price on July 13, 2026.
Because the transaction is largely stock-based, the final implied transaction value may change as First Bancorp’s share price moves.
Therefore, the $166 million figure should not be interpreted as a fixed cash purchase price.
Why Is First Bancorp Acquiring First Carolina?
The main strategic reason is expansion in South Carolina.
First Bancorp already operates in both North Carolina and South Carolina. Acquiring First Carolina Bancshares will allow the company to strengthen its presence in South Carolina’s Pee Dee region.
Instead of entering a completely new market, First Bancorp is adding another established banking franchise to its existing South Carolina network.
The acquisition is therefore designed to increase the company’s scale and customer base in a market where it already operates.
How Could First Bancorp Benefit From the Acquisition?
1. Stronger South Carolina Presence
Carolina Bank & Trust operates 14 banking locations in South Carolina.
Adding these locations to First Bank’s existing network could strengthen First Bancorp’s position in the state’s Pee Dee region.
2. Additional Deposits
Carolina Bank & Trust had approximately $714 million in deposits as of June 30, 2026.
These deposits could increase First Bank’s overall deposit base after the merger.
3. Larger Loan Portfolio
Carolina Bank & Trust had approximately $596 million in loans.
Adding this loan portfolio could help expand First Bank’s lending business and customer relationships.
4. Expansion Through an Existing Market
First Bancorp already operates in South Carolina.
This means the company does not have to build a completely new market from scratch. Instead, it can expand an existing regional banking platform.
What Will the Ownership Look Like After the Merger?
According to First Bancorp’s investor presentation, the pro forma ownership following completion of the transaction is expected to be approximately:
- 95% First Bancorp existing shareholders
- 5% First Carolina shareholders
This means First Carolina shareholders will receive an ownership interest in First Bancorp, while existing First Bancorp shareholders will continue to own the large majority of the combined company.
What Will Happen to Management?
Some senior executives of First Carolina and Carolina Bank & Trust are expected to retire following completion of the transaction.
According to the investor presentation:
- Rick Beasley, Chairman and CEO of Carolina Bank & Trust, is expected to retire.
- Bubba DeMaurice, CFO, is also expected to retire.
- Brian Falcone, James Morphis and Vera Herbert are expected to continue in local leadership roles with First Bank.
Keeping some local management in place could help First Bancorp maintain relationships and knowledge of the local market.
When Is the Merger Expected to Close?
The companies currently expect the transaction to close in late Q4 2026 or early Q1 2027.
However, this is an expected timeframe and not a guaranteed closing date.
Several conditions must be satisfied before the merger can be completed, including:
- Approval from First Carolina shareholders
- Required regulatory approvals
- Effectiveness of First Bancorp’s SEC registration statement
- Completion of other customary closing conditions
Therefore, the transaction should currently be described as announced and pending, rather than completed.
When Will the Banking Systems Be Integrated?
First Bancorp’s investor presentation indicates that the systems integration is planned for Q1 2027.
This means the legal closing of the transaction and the full operational integration of the two banks may happen at different stages.
Systems integration is an important part of any bank merger because customer accounts, technology platforms, branches, employees and internal processes need to be combined carefully.
Potential Benefits and Risks of the Deal
Potential Benefits
The transaction could provide First Bancorp with several advantages:
- Stronger presence in South Carolina
- 14 additional banking locations
- Approximately $714 million of additional deposits
- Approximately $596 million of loans
- More customers and local banking relationships
- Greater scale in an existing market
- Potential opportunities for additional revenue and cost efficiencies
These figures are based on the companies’ reported data as of June 30, 2026.
Potential Risks
Like any bank acquisition, the transaction also carries risks.
One of the biggest challenges will be integration.
First Bancorp will need to combine technology systems, employees, branches, customers and operating processes without causing significant disruption.
Other potential risks include:
- Customer or deposit losses
- Integration expenses
- Technology problems
- Regulatory requirements
- Unexpected credit or loan-quality issues
- Failure to achieve expected cost savings or revenue benefits
First Bancorp has also identified integration and potential customer or deposit losses as risks associated with acquisitions.
What Does the Deal Mean for Investors?
For First Bancorp shareholders, the acquisition represents a growth-focused regional banking transaction.
The deal is mostly stock-funded, which means First Bancorp does not need to fund the entire acquisition with cash. However, issuing new shares means existing shareholders will experience some ownership dilution.
Based on the company’s investor presentation, First Carolina shareholders are expected to own approximately 5% of the combined company after the transaction.
For First Carolina shareholders, the transaction provides a combination of cash and First Bancorp shares. This gives them an immediate cash component while also allowing them to participate in the future performance of the combined company.
Our Analysis
The First Bancorp–First Carolina Bancshares transaction appears to be primarily a regional banking expansion strategy, rather than simply a financial acquisition.
First Bancorp already has a significant presence in North Carolina and South Carolina. By acquiring Carolina Bank & Trust, the company can add branches, deposits, loans and customer relationships in an area where it already has operations.
The approximately $166 million transaction value is also relatively manageable when compared with First Bancorp’s more than $13 billion asset base.
The most important factor going forward will be execution.
If regulatory approvals are obtained on schedule and the integration is completed smoothly, the transaction could strengthen First Bancorp’s South Carolina growth strategy.
However, investors should remember that the merger is not yet completed as of September 12, 2026. The actual financial benefits and integration results will become clearer only after the transaction closes and the two banking operations are combined.
For now, the deal can best be viewed as a strategic expansion of First Bancorp’s South Carolina banking footprint, with the final outcome depending heavily on successful integration, customer retention and the company’s ability to generate value from the acquired franchise.
Source: First Bancorp SEC filings, investor presentation and company announcements. Analysis is based on publicly available transaction and financial information.
