Hampton Roads-based TowneBank (Nasdaq:TOWN) and Richmond-based
Franklin Financial Corporation (Nasdaq:FRNK) today announced the
signing of a definitive merger agreement pursuant to which
TowneBank will acquire Franklin.
"Our Towne family is humbled and excited to join hands with a
legendary company that has served the greater Richmond community
for over 80 years," said G. Robert Aston, Jr., Chairman and CEO of
TowneBank. "Since the founding of Towne in my home garage fifteen
years ago, we have built our company around the values of "serving
others and enriching lives" while striving to build a great
community asset. We consider it a wonderful privilege to expand our
business to Richmond and we are grateful to Rick Wheeler and our
friends at Franklin for the invitation to join with them."
Richard T. Wheeler, Jr., Chairman, President and CEO of Franklin
added, "we are extremely pleased and excited to be joining forces
with such a consistently profitable, rapidly growing and well
regarded banking institution. I expect this combination to provide
appreciable long-term value for our respective shareholders, and it
will enable the combined institution to provide a much greater line
of products to Franklin Federal's current customers. We have
respected Bob Aston and his team for many years and admired
TowneBank's ability to not only succeed, but to excel. Since its
opening in 1999, TowneBank has grown to be the largest community
bank and the third largest bank in Hampton Roads, and we expect
similar growth in the Richmond market. Furthermore, we share
similar values towards employees, customers, communities and
shareholders, so our cultures should blend smoothly."
Based on financials reported on March 31, 2014, the combined
companies would have total assets of $5.9 billion, deposits of $4.1
billion and loans of $3.8 billion. Under the terms of the
agreement, common shareholders of Franklin will receive 1.40 shares
of TowneBank common stock for each share of Franklin. This implies
a deal value per share of $23.04 or approximately $275 million
based on TowneBank's closing stock price of $16.46 on Monday, July
14, 2014.
In consideration of the merger, extensive due diligence was
performed over a multi-week period. Under the proposed terms, the
transaction is expected to be accretive to TowneBank's earnings in
2016 and thereafter. Further it is anticipated that the transaction
will be immediately accretive to TowneBank's capital ratios, which
already exceed well-capitalized regulatory standards. "In addition
to acquiring a great foundation for our entry into the Richmond
market, this transaction has the added benefit of effectively being
a capital raise due to Franklin's strong capital base. Accordingly,
the transaction will provide capital for additional expansion in
Richmond as well as retiring the preferred stock we issued in
connection with the Small Business Lending Fund Program," added
Aston.
Rick Wheeler will join the TowneBank Corporate Board and
Executive Committee as well as serving on the TowneBank of Richmond
Board along with other Franklin board members and a yet to be named
group of Central Virginia business and community leaders. T.
Patrick Collins, a prominent Richmond banker, has been named as
President and CEO of TowneBank of Richmond. TowneBank's current
executive management, led by Aston and TowneBank President, J.
Morgan Davis, will form the core of the combined company's
leadership team.
An investor presentation outlining the transaction is provided
on the TowneBank website at www.townebank.com under "Investor
Relations".
Sandler O'Neill + Partners, LP acted as financial advisor to
TowneBank and LeClairRyan, A Professional Corporation acted as its
legal advisor in the transaction. Keefe, Bruyette & Woods, Inc.
acted as financial advisor to Franklin and Kilpatrick, Townsend
& Stockton, LLP acted as its legal advisor.
About TowneBank
As one of the top community banks in Virginia and North
Carolina, TowneBank operates 28 banking offices serving Chesapeake,
Hampton, Newport News, Norfolk, Portsmouth, Suffolk, Virginia
Beach, Williamsburg, James City County and York County in Virginia
along with Moyock, Grandy, Camden, Southern Shores, Corolla and
Kill Devil Hills in North Carolina. Towne also offers a full range
of financial services through its controlled divisions and
subsidiaries that include Towne Investment Group, Towne Insurance
Agency, TFA Benefits, TowneBank Mortgage, TowneBank Commercial
Mortgage, Prudential Towne Realty, Towne 1031 Exchange, LLC, and
Corolla Classic Vacations. Local decision-making is a hallmark of
its hometown banking strategy that is delivered through the
leadership of each group's President and Board of Directors. With
total assets of $4.78 billion as of March 31, 2014, TowneBank is
one of the largest banks headquartered in Virginia.
About Franklin
As one of the largest and oldest community based financial
institutions serving Richmond and Central Virginia, Franklin
operates eight banking offices and has assets of $1.1
billion. Franklin offers a wide range of retail deposit and
investment brokerage services and has been a leader in commercial
real estate finance.
At March 31, 2014, Franklin had total deposits of $671 million,
net loans of $555 million and total shareholders' equity of $243
million. Franklin's capital ratios are among the strongest in
Virginia and the nation. Throughout its 80 year history,
Franklin has been committed to its customers, its community, its
employees and its members/shareholders.
Additional Information and Where to Find It
In connection with the proposed merger, TowneBank will file with
the Federal Deposit Insurance Corporation (the "FDIC") a proxy
statement/prospectus and Franklin will file with the Securities and
Exchange Commission (the "SEC") a preliminary proxy statement.
TowneBank and Franklin will each deliver a definitive joint
proxy statement/prospectus to their respective stockholders seeking
approval of the merger and related matters. In addition, each
of TowneBank and Franklin may file other relevant documents
concerning the proposed merger with the FDIC and SEC.
Investors and stockholders of both companies are urged to read
the definitive joint proxy statement/prospectus when it becomes
available and any other relevant documents to be filed with the
FDIC and SEC in connection with the proposed merger because they
will contain important information about TowneBank, Franklin and
the proposed transaction. Investors and stockholders may
obtain free copies of certain of these documents through the
website maintained by the SEC at http://www.sec.gov. Free
copies of the definitive joint proxy statement/prospectus, when
available, also may be obtained by directing a request by telephone
or mail to TowneBank, 6001 Harbour View Boulevard, Suffolk,
Virginia 23425, Attention: Investor Relations (telephone: (757)
638-6794), or Franklin Financial Corporation, 4501 Cox Road, Glen
Allen, Virginia 23060, Attention: Investor Relations (telephone:
(804) 967-7023), or by accessing TowneBank's website at
https://townebank.com under "Investor Relations" or Franklin's
website at https://www.franklinfederal.com under "Investor
Relations." The information on TowneBank's and Franklin's
websites is not, and shall not be deemed to be, a part of this
release or incorporated into other filings either company makes
with the FDIC or SEC.
TowneBank and Franklin, and their respective directors and
executive officers, may be deemed to be participants in the
solicitation of proxies from the stockholders of TowneBank and/or
Franklin in connection with the merger. Information about the
directors and executive officers of TowneBank is set forth in the
proxy statement for TowneBank's 2014 annual meeting of stockholders
filed with the FDIC on April 18, 2014. Information about the
directors and executive officers of Franklin is set forth in the
proxy statement for Franklin's 2014 annual meeting of stockholders
filed with the SEC on January 14, 2014. Additional
information regarding the interests of these participants and other
persons who may be deemed participants in the merger may be
obtained by reading the definitive joint proxy statement/prospectus
regarding the merger when it becomes available.
Forward-Looking Statements
Statements made in this release, other than those concerning
historical financial information, may be considered forward-looking
statements, which speak only as of the date of this release and are
based on current expectations and involve a number of assumptions.
These include statements as to the anticipated benefits of the
merger, including future financial and operating results, cost
savings and enhanced revenues that may be realized from the merger
as well as other statements of expectations regarding the merger
and any other statements regarding future results or expectations.
Each of TowneBank and Franklin intends such forward-looking
statements to be covered by the safe harbor provisions for
forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995 and is including this statement for
purposes of these safe harbor provisions. The companies' respective
abilities to predict results, or the actual effect of future plans
or strategies, is inherently uncertain. Factors which could have a
material effect on the operations and future prospects of each of
TowneBank and Franklin, and the resulting company, include but are
not limited to: (1) the businesses of TowneBank and Franklin may
not be integrated successfully or such integration may be more
difficult, time-consuming or costly than expected; (2) expected
revenue synergies and cost savings from the merger may not be fully
realized or realized within the expected timeframe; (3) revenues
following the merger may be lower than expected; (4) customer and
employee relationships and business operations may be disrupted by
the merger; (5) the ability to obtain required regulatory and
stockholder approvals, and the ability to complete the merger on
the expected timeframe may be more difficult, time-consuming or
costly than expected; (6) changes in interest rates, general
economic and business conditions, legislative/regulatory changes;
the monetary and fiscal policies of the U.S. government, including
policies of the U.S. Treasury and the Board of Governors of the
Federal Reserve; the quality and composition of the loan and
securities portfolios; demand for loan products; deposit flows;
competition; demand for financial services in the companies'
respective market areas; their implementation of new technologies;
their ability to develop and maintain secure and reliable
electronic systems; changes in the securities markets; and
accounting principles, policies and guidelines, and (7) other risk
factors detailed from time to time in filings made by TowneBank
with the FDIC or Franklin with the SEC. TowneBank and Franklin
undertake no obligation to update or clarify these forward-looking
statements, whether as a result of new information, future events
or otherwise.
CONTACT: For more information contact:
G. Robert Aston, Jr.
TowneBank Chairman and CEO
(757) 638-6780
Richard T. Wheeler, Jr.
Franklin Financial Chairman, President and CEO
(804) 967-7018
(MM) (NASDAQ:FRNK)
Gráfico Histórico do Ativo
De Mai 2024 até Jun 2024
(MM) (NASDAQ:FRNK)
Gráfico Histórico do Ativo
De Jun 2023 até Jun 2024