LOUISVILLE, Ky.--(BUSINESS WIRE)--
Republic Bancorp, Inc. (NASDAQ: RBCAA) (“Republic” or the “Company”),
the parent company of Republic Bank & Trust Company (“RB&T”), and
Cornerstone Bancorp, Inc. (“Cornerstone”), the parent company of
Cornerstone Community Bank (“CCB”), today announced the signing of an
Agreement and Plan of Merger (the “Agreement”) under which Republic will
acquire Cornerstone, with CCB merging into RB&T. Cornerstone and CCB are
headquartered in St. Petersburg, Florida.
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Steve Trager, Chairman & CEO of Republic Bancorp, Inc. in Louisville, Kentucky (Photo: Business Wire)
Under the terms of the Agreement, the Company will acquire all of
Cornerstone’s outstanding common stock in an all-cash transaction,
resulting in a total cash payment to Cornerstone’s existing shareholders
and stock option holders of approximately $32.3 million. Republic will
fund the cash payment through existing resources on-hand.
Steve Trager, Chairman & CEO of Republic, commented: “Republic has long
had a desire to expand our presence in the Tampa-St.
Petersburg-Clearwater area by acquiring another institution that
embodies our values as a community-based financial institution with a
focus on strong credit quality. We believe Cornerstone, which is located
in St. Petersburg, is a perfect fit for our culture and our future
business plans in Florida. We are very excited about the long-term
prospects this acquisition presents to our shareholders in one of the
premier growth states in the United States.”
As of September 30, 2015, Cornerstone, which began operations in 1999,
had total assets of approximately $243 million with total loans of
approximately $183 million and total deposits of approximately $206
million. The merger is expected to be accretive to Republic’s Diluted
Earnings per Class A Common share during the first twelve months,
post-acquisition. Upon consummation of the merger, RB&T will have six
banking centers in the Tampa-St. Petersburg-Clearwater metropolitan area
and 44 banking centers throughout Republic’s entire network.
David Feaster, President & CEO of Cornerstone, stated, “Our board of
directors is proud of Cornerstone’s 16 year record of serving its
community. Given the current climate of increased regulatory oversight,
which is keenly felt by community banks, and the competitive need for
continued capital intensive technological advances, we believe that
Cornerstone can better fulfill the long-term banking needs of its
clients by combining with a larger institution having a similar
operating philosophy with greater capital and resources. The board is
impressed with Republic’s corporate culture and commitment to personal
client service. Our associates are excited about the breadth of products
and services that they will soon be able to offer as part of the
Republic family.”
Feaster further commented, “I plan to continue my career in banking with
my new leadership role at Republic as a Market President as we strive to
further grow our Florida franchise. Cornerstone customers should expect
the same high touch personal service they are accustomed to, with more
and better bells and whistles. In our daily business, we strive to make
our customer transactions beneficial for both sides. Accordingly, we
believe this deal is a win for our customers, our shareholders, and
Republic Bank.”
The completion of the transaction is subject to regulatory approval and
approval by Cornerstone’s shareholders with an anticipated closing date
during the first quarter of 2016.
Republic Bancorp, Inc. (the “Company”) is the parent company of
Republic Bank & Trust Company (the “Bank”).The Bank
currently has 40 banking centers: 32 banking centers in 12 Kentucky
communities - Covington, Crestwood, Elizabethtown, Florence, Frankfort,
Georgetown, Independence, Lexington, Louisville, Owensboro, Shelbyville
and Shepherdsville; three banking centers in southern Indiana – Floyds
Knobs, Jeffersonville and New Albany; two banking centers in Florida –
Port Richey and Temple Terrace; two banking centers in Tennessee – Cool
Springs (Franklin) and Green Hills (Nashville); and one banking center
in Blue Ash (Cincinnati), Ohio. The Bank offers internet banking at www.republicbank.com.
The Company has $4.0 billion in assets and is headquartered in
Louisville, Kentucky. The Company’s Class A Common Stock is listed under
the symbol “RBCAA” on the NASDAQ Global Select Market.
Republic Bank. It’s just easier here SM.
Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.The
forward-looking statements in the preceding paragraphs are based on our
current expectations and assumptions regarding our business, the
business of Cornerstoneand its affiliates, the economy and other
future conditions.Because forward-looking statements relate to
the future, they are subject to inherent uncertainties, risks and
changes in circumstances that are difficult to predict. Our actual
results may differ materially from those contemplated by the
forward-looking statements. We caution you, therefore, against relying
on any of these forward-looking statements. They are neither statements
of historical fact nor guarantees or assurances of future performance.
Important factors that could cause actual results to differ materially
from those in the forward-looking statements include the ability for
Cornerstone to receive shareholder approval for the Agreement, for all
parties to receive regulatory approvals as provided for in the
Agreement, the ability to grow CCB loan and deposit balances
post-acquisition, unanticipated post-acquisition loan losses for
Republic on CCB-originated loans, the ability of Republic to integrate
acquired operations including obtaining synergies, integration
objectives and anticipated timelines, the ability of Republic to
integrate, manage and keep secure our information systems, and other
factors set forth as “Risk Factors” at Part II, Item 1A in the Company’s
Form 10-K for the period ended December 31, 2014.
Any forward-looking statement made by us in this press release speaks
only as of the date on which it is made. Factors or events that could
cause our actual results to differ may emerge from time to time, and it
is not possible for us to predict all of them. We undertake no
obligation to publicly update any forward-looking statement, whether as
a result of new information, future developments or otherwise, except as
may be required by law.
View source version on businesswire.com: http://www.businesswire.com/news/home/20151007005127/en/
Republic Bancorp, Inc.
Steve Trager, 502-561-7122
Chairman
& Chief Executive Officer
Source: Republic Bancorp, Inc.