SAN DIEGO and CHATTANOOGA,
Tenn., March 26, 2015
/PRNewswire/ -- Shareholder rights attorneys at Robbins Arroyo
LLP are investigating the proposed acquisition of First Security
Group, Inc. (NASDAQ: FSGI) by Atlantic Capital Bancshares. On
March 25, 2015, the two companies
announced the signing of a definitive merger agreement pursuant to
which Atlantic Capital Bancshares will acquire First Security
Group. Under the terms of the agreement, First Security Group
shareholders will receive cash or Atlantic Capital common stock
equivalent to $2.35 for each share of
First Security Group common stock.
View this information on the law firm's Shareholder Rights Blog:
www.robbinsarroyo.com/shareholders-rights-blog/first-security-group-incorporated
Is the Proposed Acquisition Best for First Security Group
and Its Shareholders?
Robbins Arroyo LLP's investigation focuses on whether the board
of directors at First Security Group is undertaking a fair process
to obtain maximum value and adequately compensate its
shareholders.
As an initial matter, the $2.35
merger consideration represents a premium of only 0.86% based on
First Security Group's closing price on March 19, 2015. This premium is significantly
below the average one-week premium of nearly 36.3% for comparable
transactions within the past five years. Further, the $2.35 merger consideration is below the target
price of $2.50 that has been set by
an analyst at Raymond James since April
16, 2014. In addition, First Security Group has traded
as high as $7.45 on May 7, 2013.
On February 3, 2015, First
Security Group reported strong quarterly earnings for its fourth
quarter 2014. Specifically, the company reported net income of
$922 thousand for the quarter, a
$1.6 million improvement from the
fourth quarter of 2013. First Security Group also reported that its
loans held-for-investment totaled $663.6
million at year-end, an increase of $80.5 million, or 13.8%, from 2013. Pure deposits
as of December 31, 2014, increased by
$83.7 million, or 18.8%, to
$529.7 million compared to
$446.0 million as of December 31, 2013. Additionally, First Security
Group has beat consensus analyst estimates for net income in every
quarter for the past year, and sales for three out of the last four
quarters.
In commenting on these results, First Security Group President
and Chief Executive Officer Michael
Kramer remarked, "The primary goals of 2014 were returning
to core profitability, net loan production of $50 million per quarter, and funding the
resulting asset growth with pure deposits. We achieved each of
these goals. Total loans, including held-for-sale, increased by
$153 million during 2014, and when
combined with our loan sale transactions, we exceeded our
$200 million net production goal. We
also achieved the desired growth in pure deposits and earned
$2.4 million in net income."
In light of these facts, Robbins Arroyo LLP is examining First
Security Group's board of directors' decision to sell the company
now rather than allow shareholders to continue to participate in
the company's continued success and future growth prospects.
First Security Group shareholders have the option to file a
class action lawsuit to ensure the board of directors obtains the
best possible price for shareholders and the disclosure of material
information. First Security Group shareholders interested in
information about their rights and potential remedies can contact
attorney Darnell R. Donahue at (800)
350-6003, ddonahue@robbinsarroyo.com, or via the shareholder
information form on the firm's website.
Robbins Arroyo LLP is a nationally recognized leader in
securities litigation and shareholder rights law. The law
firm represents individual and institutional investors in
shareholder derivative and securities class action lawsuits, and
has helped its clients realize more than $1
billion of value for themselves and the companies in which
they have invested.
Attorney Advertising. Past results do not guarantee a
similar outcome.
Contact:
Darnell R. Donahue
Robbins Arroyo LLP
600 B Street, Suite 1900
San Diego, CA 92101
ddonahue@robbinsarroyo.com
(619) 525-3990 or Toll Free (800) 350-6003
www.robbinsarroyo.com
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SOURCE Robbins Arroyo LLP