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Northrim BanCorp, Inc. (Nasdaq:NRIM) today announced the completion of its acquisition of Alaska Pacific Bancshares, Inc. and its wholly owned subsidiary, Alaska Pacific Bank, in a stock and cash transaction.
“We are excited to welcome the customers, employees and shareholders of Alaska Pacific to Northrim and look forward to what we anticipate will be a seamless transition,” said Marc Langland, Chairman, President, and CEO of Northrim BanCorp. “We are encouraged by the warm reception we have received as we have worked with the Alaska Pacific team to implement this combination of two of Alaska’s homegrown banks.”
“With higher lending limits and an expanded level of financial services, including employee benefit plans, wealth management services and purchased receivables financing, Northrim brings a robust business and consumer banking platform to the communities in Southeast Alaska,” said Joe Beedle, Northrim Bank’s President and CEO. “Returning to my roots in these communities has been a wonderful experience, and I look forward to working with our customers and employees throughout Southeast Alaska.”
Under the previously announced terms of the transaction, shareholders of Alaska Pacific had the option to elect to receive either cash or shares of Northrim common stock, subject to the proration procedures outlined in the merger agreement. Based on the 15 trading day weighted average closing price of Northrim’s common stock ending on March 25, 2014 of $25.66 per share, Alaska Pacific shareholders who made a valid election prior to the March 21, 2014, election deadline are receiving either $17.57 in cash or 0.6847 shares of Northrim common stock (with cash paid in lieu of fractional shares) for each previously outstanding share of Alaska Pacific common stock, while Alaska Pacific shareholders who did not make a valid election will receive $3.32 in cash and 0.5553 shares of Northrim common stock (with cash paid in lieu of fractional shares) for each share of Alaska Pacific common stock not subject to a valid election.
In total, Northrim BanCorp paid approximately $6.4 million in cash (including approximately $2.4 million paid to the United States Department of Treasury for Alaska Pacific’s TARP warrants) and issued 290,405 shares of Northrim common stock to Alaska Pacific’s shareholders, which was less than 1% dilution in Northrim BanCorp’s tangible book value per share at December 31, 2013. “We currently expect to earn back any dilution to our tangible book value in less than one year,” added Langland.
Northrim BanCorp had assets of $1.2 billion, net loans of $765.0 million, and deposits of $1.0 billion at December 31, 2013, and Alaska Pacific Bancshares had assets of $176.7 million, net loans of $144.6 million, and deposits of $154.5 million at December 31, 2013. The combined bank has fifteen banking offices in Anchorage, Fairbanks, Juneau, Ketchikan, Sitka and the Matanuska Valley as of April 1, 2014.
Northrim BanCorp’s legal counsel for the transaction was Davis Wright Tremaine LLP and its consultant is Jean-Luc Servat. Keefe Bruyette & Woods, Inc. acted as financial adviser for Alaska Pacific, while Breyer & Associates PC served as its legal counsel.
