Florida Community Bank, N.A. (“FCB” or the “Company”), a banking subsidiary of Bond Street Holdings, Inc. (“Bond Street”), announced a strategic merger transaction with Great Florida Bank (“Great Florida”) that will, upon closing, result in creating Florida’s fourth largest independent banking institution. For Great Florida, the transaction will provide value for all stockholders relative to the present value of their investment and create a competitive community banking organization that is well positioned to meet the needs of its customers and communities for the long term.
The Company has entered into a merger agreement with Great Florida, which contemplates the merger of Great Florida into the Company. Upon completion of the merger, Great Florida’s stockholders will receive $3.24 per share in cash for each common share owned. The $3.24 per share merger consideration to be realized by Great Florida stockholders represents a substantial premium to the Great Florida’s average stock price over the preceding several years.The transaction is expected to be completed by the end of the fourth quarter of 2013, subject to customary conditions, including receipt of regulatory approvals and the approval of Great Florida stockholders.
“The transaction with Great Florida Bank is truly a ‘game changer’ for our Company as we have been eager to expand our presence in Miami, Florida’s largest metro market. We are a Florida based, Florida focused company and the merger with Great Florida Bank adds significant scale to our brand and will result in meaningful synergies that will benefit customers and communities of both institutions,” added Kent Ellert, President and Chief Executive Officer of Florida Community Bank. “We are thrilled by the prospects of growing our banking platform with the addition of the Great Florida Bank team and the opportunities we foresee as we move together to build Florida’s leading independent commercial bank. Consistent with our previously completed eight successful acquisitions, this merger will significantly enhance our Florida footprint and will provide a foundation for us to augment our commercial lending team to further generate organic growth. We look forward to adding the employees of Great Florida Bank to our team and together creating an even stronger bank for our customers, employees and the communities we serve.”
M. Mehdi Ghomeshi, President and Chief Executive Officer of Great Florida Bank, said, “This merger is a win for our stockholders, customers and banking franchise. This business combination significantly enhances our combined abilities to be one of the financially strongest and most competitive community banking organizations in Florida. We are confident that this merger is a highly attractive strategic alignment for all of our constituents.”
Great Florida stated that its Board of Directors, with the assistance of the Board’s independent financial advisor, Hovde Group LLC, unanimously approved the merger.
When the transaction is completed, Florida Community Bank will become the fourth largest bank headquartered in Florida, with approximately $4.4 billion in assets and 67 locations along both Florida coasts and in southeast Florida.
Sullivan & Cromwell LLP acted as Florida Community Bank’s legal counsel in connection with the merger.