Charter Financial Corporation (“Charter”) (NASDAQ:CHFN), the
holding company of CharterBank, announced today that it has entered
into a definitive agreement and plan of merger with Resurgens
Bancorp (“Resurgens”) pursuant to which Resurgens will merge with
and into Charter and Resurgens Bank will merge with and into
CharterBank.
Resurgens, headquartered in Tucker, Georgia, and
which operates Resurgens Bank, will add approximately $167 million
in assets, $138 million in deposits, and $135 million in gross
loans to Charter’s operations, along with two branch locations
positioned in Tucker and Decatur, Georgia. Resurgens was founded in
2008 and has built a strong deposit franchise, with core deposits
representing 60% of total deposits and noninterest bearing demand
deposits representing approximately 20% of total deposits.
Resurgens’ loan portfolio complements Charter’s existing loan
portfolio. With this combination, approximately 54% of Charter’s
loans and deposits are in the Atlanta MSA.
“We are delighted to announce this partnership
with Resurgens Bank,” said Robert L. Johnson, Chief Executive
Officer and Chairman of Charter and CharterBank. “Charles M. DeWitt
III, President and Chief Executive Officer of Resurgens Bank, and
his team have done a fantastic job of building Resurgens into a
clean, attractive franchise that nicely infills our branch system
with two new 'in-town' Atlanta locations. Altogether, the
Atlanta MSA will represent 54% of our total loans and deposits and
this accord drives us toward our vision of becoming Atlanta’s
premier super community bank. I am especially pleased to announce
that Charles will stay on to serve as the DeKalb County President
of CharterBank.”
Mr. DeWitt, President and Chief Executive
Officer of Resurgens, stated, “We are extremely excited to be
joining the Charter team. They are growth oriented, exceptionally
strong financially and share our values and commitment to community
banking in Atlanta. Our customers, employees and the communities we
serve will all benefit from this affiliation.”
Under the terms of the definitive agreement,
Charter will acquire all of the outstanding shares of Resurgens
common stock based upon a purchase price of $17.00 per share paid
in cash. The total transaction value is approximately $26.3
million.
The boards of directors of both Charter and
Resurgens have unanimously approved the transaction. The
transaction is expected to close in the third quarter of 2017, and
is subject to approval by Resurgens’ shareholders, receipt of
regulatory approvals and other customary closing conditions.
Resurgens was advised by the investment banking
firm Sandler O’Neill + Partners, L.P. and the law firm of Nelson
Mullins Riley & Scarborough LLP. Charter was advised by the
investment banking firm of FIG Partners, LLC and represented by the
law firm of Alston & Bird LLP.
About CharterBank
Charter Financial Corporation is a savings and
loan holding company and the parent company of CharterBank, a
full-service community bank and a federal savings institution.
CharterBank is headquartered in West Point, Georgia, and operates
branches in the Metro Atlanta, the I-85 corridor south to Auburn,
Alabama, and the Florida Gulf Coast. CharterBank's deposits are
insured by the Federal Deposit Insurance Corporation. Investors may
obtain additional information about Charter Financial Corporation
and CharterBank on the internet at www.charterbk.com under
About Us.
Forward-Looking Statements
This release may contain “forward-looking
statements” within the meaning of the federal securities laws.
These statements may be identified by use of such words as
“believe,” “expect,” “anticipate,” “should,” “well-positioned,”
“planned,” “intend,” “strive,” “probably,” “focused on,”
“estimated,” “working on,” “continue to,” “seek,” “leverage,”
“drive,” “poise,” and “potential.” Examples of forward-looking
statements include, but are not limited to, statements regarding
future growth, profitability, expense reduction, improvements in
income and margins, increasing stockholder value, and estimates
with respect to our financial condition and results of operation
and business that are subject to various factors that could cause
actual results to differ materially from these estimates. These
factors include but are not limited to the Company's inability to
implement its business strategy; general and local economic
conditions; changes in interest rates, deposit flows, demand for
mortgages and other loans, real estate values, and competition;
changes in loan defaults and charge-off rates; changes in the value
of securities and other assets, adequacy of loan loss reserves, or
deposit levels necessitating an increase in borrowing to fund loans
and investments; the changing exposure to credit risk; the
inability to identify suitable future acquisition targets; the
potential inability to effectively manage the new businesses and
lending teams that transitioned from Community Bank of the South;
the inability to properly leverage the expansion into the North
Atlanta market; changes in legislation or regulation; other
economic, competitive, governmental, regulatory, and technological
factors affecting our operations, pricing, products, and services;
the effect of cyberterrorism and system failures; the uncertainty
in global markets resulting from the new administration; and the
effects of geopolitical instability and risks such as terrorist
attacks, the effects of weather and natural disasters such as
floods, droughts, wind, tornadoes and hurricanes, and the effect of
any damage to our reputation resulting from developments relating
to any of the factors listed herein. Any or all forward-looking
statements in this release and in any other public statements we
make may turn out to be wrong. They can be affected by inaccurate
assumptions we might make or known or unknown risks and
uncertainties. Consequently, no forward-looking statements can be
guaranteed. Except as required by law, the Company disclaims any
obligation to subsequently revise or update any forward-looking
statements to reflect events or circumstances after the date of
such statements or to reflect the occurrence of anticipated or
unanticipated events. Additional information concerning factors
that could cause actual results to differ materially from those
forward-looking statements is contained from time to time in the
Company's filings with the Securities and Exchange Commission. The
company refers you to the section entitled “Risk Factors” contained
in the company's Annual Report on Form 10-K for the fiscal year
ended September 30, 2016. Copies of each filing may be obtained
from the Company or the Securities and Exchange Commission.
The risks included here are not exhaustive and
undue reliance should not be placed on any forward-looking
statements, which are based on current expectations. All written
and oral forward-looking statements attributable to the company,
its management, or persons acting on their behalf are qualified in
their entirety by these cautionary statements. Further,
forward-looking statements speak only as of the date they are made,
and the company undertakes no obligation to update or revise
forward-looking statements to reflect changed assumptions, the
occurrence of unanticipated events or changes to future operating
results over time unless otherwise required by law.
Contact:
Robert L. Johnson, Chairman & CEO
Curt Kollar, CFO
706-645-1391
bjohnson@charterbank.net or
ckollar@charterbank.net
Dresner Corporate Services
Steve Carr
312-780-7211
scarr@dresnerco.com
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