GB&T Bancshares, Inc. Announces Pricing Of Public Offering Of Approximately 1.4 Million Shares Of Common Stock At $23.00


GAINESVILLE, Ga., Nov. 17, 2004 (PRIMEZONE) -- GB&T Bancshares, Inc. (Nasdaq:GBTB) announced today that its public offering of 1,436,243 shares of common stock was priced at $23.00 per share. In addition, the underwriter will have a 30-day option to purchase up to 215,437 shares of common stock to cover any over-allotments.

Net proceeds to the Company, after deducting the underwriting discount and estimated offering expenses, will be approximately $30.8 million. The Company intends to use the net proceeds of the offering for general corporate purposes, which may include, among other things, working capital needs, investments in the Company's subsidiary banks to support their growth, and the potential purchase of land and the construction of a new building for Bank of Athens, a division of Gainesville Bank & Trust. Additionally, the Company may use a portion of the net proceeds to finance future acquisitions, although it has no present agreements or definite plans relating to any acquisitions other than the acquisition of FNBG Bancshares, Inc. The proceeds from the sale of the common stock in this offering will not be used to fund the FNBG transaction. The offering is expected to close on Monday, November 22, 2004, subject to customary closing conditions contained in the underwriting agreement entered into between the parties.

Keefe, Bruyette & Woods acted as the sole underwriter and book-running manager for the offering. Copies of the final prospectus may be obtained by contacting Keefe, Bruyette, & Woods at 787 Seventh Avenue, 4th Floor, New York, New York 10019.

About GB&T Bancshares, Inc.

Based in Gainesville, Georgia, GB&T Bancshares, Inc. is a multi-bank holding company operating five community banks: Gainesville Bank & Trust, United Bank & Trust, Community Trust Bank, HomeTown Bank of Villa Rica, and First National Bank of the South. In addition, the Company owns a consumer finance company, Community Loan Company, with eight offices located in Northern Georgia. As of September 30, 2004, GB&T Bancshares had assets of $1.2 billion, with 25 banking offices located in high-growth Georgia markets. GB&T Bancshares' common stock is listed on the Nasdaq National Market under the symbol "GBTB." Visit the Company's website www.gbt.com for additional information about GB&T.

Forward-Looking Statements

Some of the statements in this press release are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements about the anticipated closing of the offering, the intended use of proceeds from the offering, our pending acquisitions and other statements that are not historical facts. Forward-looking statements are not guarantees of performance or results. These forward-looking statements involve risks and uncertainties and are based on our current beliefs and assumptions, and on the information available to us at the time that these disclosures were prepared. Factors that may cause actual results to differ materially from those expressed or implied by such forward-looking statements include, among others, the following possibilities: (1) competitive pressures among depository and other financial institutions may increase significantly; (2) changes in the interest rate environment may reduce margins; (3) general economic conditions may be less favorable than expected (both generally and in our markets), resulting in, among other things, a deterioration in credit quality and/or a reduction in demand for credit; (4) legislative or regulatory changes, including changes in accounting standards, may adversely affect the businesses in which we are engaged; (5) we may be unable to obtain required shareholder or regulatory approval for our proposed acquisitions; (6) costs or difficulties related to the integration of our businesses may be greater than expected; (7) deposit attrition, customer loss or revenue loss following the acquisitions may be greater than expected; (8) competitors may have greater financial resources and develop products that enable such competitors to compete more successfully than us; and (9) adverse changes may occur in the equity markets which may affect the closing of our offering. Many of these factors are beyond our ability to control or predict, and readers are cautioned not to put undue reliance on such forward-looking statements. We do not intend to, and assume no responsibility for updating or revising any forward-looking statements contained in this press release, whether as a result of new information, future events or otherwise.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.



            

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