HIGH POINT, N.C., Dec. 18, 2013 /PRNewswire/ -- BNC Bancorp
(NASDAQ: BNCN), the parent company of Bank of North Carolina ("BNC" or "the Bank"), today
announced that it has signed an Agreement and Plan of Merger with
both South Street Financial Corporation, the parent company of Home
Savings Bank, FSB in Albemarle, North
Carolina ("South Street"), and Community First Financial
Group, Inc. ("Community First"), the parent company of Harrington Bank, FSB in Chapel Hill, North Carolina. These two
transactions provide approximately $275
million and $228 million in
assets in the Metro-Charlotte market and the Raleigh-Durham-Chapel Hill market, respectively.
(Logo: http://photos.prnewswire.com/prnh/20030917/BNCLOGO )
Commenting on these two transactions, BNC Bancorp President and
CEO, Rick Callicutt, said, "The
acquisition announcement this morning of both Home Savings Bank and
Harrington Bank continue to
demonstrate Bank of North
Carolina's commitment to growing shareholder and franchise
value in the Carolinas. Each of these opportunities provides access
to a larger base of very loyal customers that will enjoy a wider
range of financial products and services while maintaining a
culture of delivering service at a level that has separated the BNC
franchise from our competitors.
Both companies are important additions with different dynamics
that address BNC's long term strategy of building one of the
premier franchises in the Carolinas and Virginia. These acquisitions provide a means
to put the organization more on balance relative to core funding
and asset diversification. A strategy that is important to the
longer term earnings growth of our combined companies."
Callicutt continued, "The depth of our infrastructure combined
with our experienced project management staff will support both
transactions from now through the core conversion process, product
training and employee development. We have had in-depth
conversations with our regulatory partners and feel confident that
we will be able to achieve necessary approvals for each
transaction. Current capital levels and earnings power built
into BNC will provide the necessary capital to support both
acquisitions, as well as planned organic growth, now and into the
foreseeable future. We plan to have both organizations fully
integrated by the end of the third quarter of 2014, with the
combinations expected to drive an additional 12%+ in earnings per
share in 2015."
Closing of the mergers, which are subject to regulatory
approval, customary closing conditions and the approval of both
South Street and Community First shareholders, is expected to occur
in the second quarter of 2014. Further information on the terms of
these pending transactions will be included in a Form 8-K to be
filed by BNC Bancorp with the Securities and Exchange Commission
("SEC") and is available at
http://www.bncdeliversmore.com/investorpresentation.
BNC Bancorp and its subsidiary, Bank of North Carolina, were advised by Sandler
O'Neill & Partners, LLP, New York,
NY, in connection with the Community First transaction and
Sandler O'Neill & Partners, LLP provided strategic advice on
both transactions. Banks Street Partners, LLC, Atlanta, GA, served as financial advisor to
BNC Bancorp in connection with the South Street transaction.
Womble Carlyle Sandridge & Rice,
LLP, Atlanta, GA, served as legal
advisor to BNC Bancorp on both the Community First and South Street
transactions.
Forward Looking Statements
The press release contains forward-looking statements relating
to the financial condition and business of BNC and its subsidiary,
Bank of North Carolina. These
forward-looking statements involve risks and uncertainties and are
based on the beliefs and assumptions of the management of BNC, and
the information available to management at the time that this press
release was prepared. Factors that could cause actual results to
differ materially from those contemplated by such forward-looking
statements include, among others, the following that may diminish
the expected benefits of the merger: (i) ability to obtain
regulatory approvals and meet other closing conditions to the
merger, including approval by South Street and Community First
shareholders, on the expected terms and schedule; (ii)
general economic or business conditions in the Greensboro-High
Point, Raleigh-Durham-Chapel Hill and Charlotte MSAs; (iii) greater
than expected costs or difficulties related to the integration of
each subsidiary bank; (iv) unexpected deposit attrition, customer
loss or revenue loss following the mergers, and (v) the failure to
retain or hire key personnel. Additional factors affecting BNC and
Bank of North Carolina are
discussed in BNC's filings with the SEC, including its most recent
Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q and
its Current Reports on Form 8-K. You may review BNC's SEC filings
at www.sec.gov. BNC does not undertake a duty to update any
forward-looking statements made in this press release.
About BNC Bancorp and Bank of North
Carolina
BNC Bancorp is the parent company of Bank of North Carolina, a commercial bank with
approximately $3.7 billion in assets
after the combination of the two institutions highlighted
above. Bank of North
Carolina currently provides banking and financial services
to individuals and businesses through its 39 full-service banking
offices in North and South
Carolina, which will grow to 46 after the combination of
Home Savings and Harrington
Bank. Bank of North
Carolina is insured by the FDIC and is an equal housing
lender. BNC Bancorp's stock is quoted in the NASDAQ Capital Market
under the symbol "BNCN."
About South Street
South Street is headquartered in Albemarle, N.C. Through Home Savings
Bank, South Street provides a full range of banking services to
customers in Stanly County, N.C.
and the surrounding counties. Its philosophy is to serve the
customers in its communities as a local community bank and to meet
their home mortgage, small business and personal retail banking
needs. For more information, visit
www.homesavingsbank.org.
About Community First
Community First is headquartered in Chapel Hill, N.C. Through Harrington
Bank, Community First provides a full range of banking services to
customers in Chapel Hill and
Durham, NC and the surrounding
communities. Its philosophy is to serve the customers in its
communities as a local community bank and to meet their home
mortgage, small business and personal retail banking needs.
For more information, visit www.harringtonbank.com.
Additional Information
In connection with each proposed merger, BNC Bancorp will file
with the SEC a Registration Statements on Form S-4 that will
include a Proxy Statement of Community First or South Street and a
Prospectus of BNC Bancorp, as well as other relevant documents
concerning each proposed transaction. SHAREHOLDERS ARE
STRONGLY URGED TO READ THE REGISTRATION STATEMENTS AND THE PROXY
STATEMENT/PROSPECTUS REGARDING EACH PROPOSED MERGER WHEN EACH
BECOMES AVAILABLE AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC,
AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS,
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION REGARDING EACH
PROPOSED MERGER. A free copy of each Proxy
Statement/Prospectus, as well as other filings containing
information about BNC Bancorp, may be obtained after their filing
at the SEC's Internet site (http://www.sec.gov) in addition, free
copies of documents filed by BNC Bancorp with the SEC may be
obtained on the BNC Bancorp website at www.bncbancorp.com.
BNC Bancorp and each of Community First and South Street and
their respective directors and executive officers may be deemed to
be participants in the solicitation of proxies from each of
Community First's, and South Street's shareholders in connection
with each respective transaction. Information about the
directors and executive officers of BNC Bancorp and each of
Community First and South Street and information about other
persons who may be deemed participants in each solicitation will be
included in each respective proxy Statement/Prospectus. Information
about BNC Bancorp's executive officers and directors can be found
in BNC Bancorp's definitive proxy statement in connection with its
2013 Annual Meeting of Shareholders filed with the SEC on
April 16, 2013. Additional
information regarding the interests of those persons and other
persons who may be deemed participants in the transaction may be
obtained by reading the Proxy Statement/Prospectus regarding each
proposed merger when each becomes available. You may obtain free
copies of each document as described in the preceding
paragraph.
SOURCE BNC Bancorp