Atlantic Capital Bancshares, Inc. Announces Divestiture of Tennessee and North Georgia Franchise and Share Repurchase Program...
November 14 2018 - 5:00PM
Atlantic Capital Bancshares, Inc. (NASDAQ: ACBI) (“Atlantic
Capital”) and FB Financial Corporation (NYSE: FBK) (“FB Financial”)
today announced that Atlantic Capital Bank, N.A., the wholly-owned
subsidiary of Atlantic Capital, and FirstBank, the wholly-owned
subsidiary of FB Financial, have entered into a definitive
agreement pursuant to which Atlantic Capital Bank will sell all 14
of its bank branches located in Tennessee and north Georgia (the
“Branches”), including its mortgage banking business, to
FirstBank. FirstBank will assume deposits of approximately
$602 million and purchase approximately $381 million in loans
associated with the Branches, and will acquire certain other assets
and assume certain other liabilities related to the Branches
(collectively, the “Transaction”). FirstBank has agreed to
pay a deposit premium equal to 6.25% of the balance of assumed
deposits, less a discount of 0.68% of purchased loans. In
connection with the Transaction, Atlantic Capital Bank intends to
relocate its main office to Atlanta, Georgia.
Atlantic Capital also announced today that its Board of
Directors has authorized a stock repurchase program pursuant to
which Atlantic Capital may purchase up to $85 million of its issued
and outstanding common stock. The repurchase program is
expected to commence immediately with respect to $40 million of
stock, and the remaining $45 million subject to regulatory approval
of a dividend from Atlantic Capital Bank to Atlantic Capital. The
timing and amounts of any repurchases will depend on certain
factors, including but not limited to market conditions and prices,
available funds and alternative uses of capital. The stock
repurchase program may be carried out through open-market
purchases, block trades, negotiated private transactions and
pursuant to a trading plan that will be adopted in accordance with
Rule 10b-18 or Rule 10b5-1 under the Securities Exchange Act of
1934.
Douglas L. Williams, President and CEO of Atlantic Capital
commented, “We are extremely excited to have found a high-quality
institution with an established presence in these markets that will
allow our talented Tennessee and north Georgia team members to
continue to serve our customers in these markets. While we
value our business relationships in these markets, and appreciate
our customers’ loyalty and our team members’ hard work, we have
decided to pursue a strategy focused on our commercial banking
opportunities in Atlanta and our other national commercial lines of
business.”
Mr. Williams continued. “We believe that our refined
strategy focused on the Atlanta market and our national commercial
lines of business will ultimately enhance the value of our
institution, and that this transaction will allow us to
meaningfully improve our earnings per share and return on capital
through our stock repurchase program.”
The Transaction has received approvals from each party’s board
of directors and remains subject to regulatory approval and other
customary closing conditions. Pending satisfaction of closing
conditions, the Transaction is expected to close in the second
quarter of 2019.
Atlantic Capital was advised by the investment banking firms of
Sandler O’Neill + Partners, L.P. and Banks Street Partners,
LLC. FB Financial was advised by the investment banking firm
of Keefe, Bruyette & Woods, Inc.
Investor Conference Call
Atlantic Capital will host conference call at 10:00 a.m. EST on
Thursday, November 15, 2018, to discuss this transaction.
Individuals wishing to participate in the conference call may do so
by dialing 844.868.8848 from the United States and entering
Conference ID 5379685. The conference call will also be available
live via webcast at
https://engage.vevent.com/rt/atlanticcapitalbankao~5379685.
About Atlantic Capital Bancshares
Atlantic Capital Bancshares, Inc. is a $2.88 billion publicly
traded bank holding company headquartered in Atlanta, Georgia.
Atlantic Capital offers banking, treasury management, capital
markets and mortgage services to privately held companies and
individuals in Atlanta, eastern Tennessee, and northwest Georgia.
Atlantic Capital also provides specialized financial services to
select clients nationally.
Forward-Looking Statements
This press release contains “forward-looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as
amended and Section 21E of the Securities Exchange Act of 1934, as
amended. These forward-looking statements represent plans,
estimates, objectives, goals, guidelines, expectations, intentions,
projections and statements of Atlantic Capital’s beliefs concerning
future events, business plans, objectives, expected operating
results and the assumptions upon which those statements are based.
Forward-looking statements include without limitation, any
statement that may predict, forecast, indicate or imply future
results, performance or achievements, and are typically identified
with words such as “may,” “could,” “should,” “will,” “would,”
“believe,” “anticipate,” “estimate,” “project,” “expect,” “intend,”
“plan,” or words or phases of similar meaning. Forward-looking
statements may include, among other things, statements about
Atlantic Capital’s confidence in its strategies and its
expectations about financial performance, the impact of the sale of
the Branches, market growth, market and regulatory trends and
developments, acquisitions and divestitures, new technologies,
services and opportunities and earnings. The forward-looking
statements are based largely on Atlantic Capital’s expectations and
are subject to a number of known and unknown risks and
uncertainties that are subject to change based on factors which
are, in many instances, beyond Atlantic Capital’s control. Atlantic
Capital undertakes no obligation to publicly update any
forward-looking statement to reflect developments occurring after
the statement is made, except as otherwise required by law. Actual
results, performance or achievements could differ materially from
those contemplated, expressed, or implied by the forward-looking
statements as a result of, among other factors, the risks and
uncertainties described in “Risk Factors” and “Management’s
Discussion and Analysis of Financial Condition and Results of
Operations” in Atlantic Capital’s Annual Report on Form 10-K and
Quarterly Reports on Form 10-Q. Please refer to the SEC’s website
at www.sec.gov where you can review those documents.
Media Contacts:
Atlantic CapitalAshley CarsonEmail:
ashley.carson@atlcapbank.comPhone: 404-995-6050
Financial Contacts:
Atlantic CapitalPatrick OakesEmail:
patrick.oakes@atlcapbank.comPhone: 404-995-6050
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