Newtek Receives Approval From the OCC to Acquire National Bank of New York City
December 01 2022 - 08:30AM
GlobeNewswire Inc.
Newtek Business Services Corp. (NASDAQ: NEWT) (“Newtek”) today
announced that it has received conditional approval from Office of
the Comptroller of the Currency (“OCC”) to complete its acquisition
of the National Bank of New York City (“NBNYC” and the
“Acquisition”). Newtek announced last week that it received
approval from the Federal Reserve to become a bank holding company
and a financial holding company by acquiring NBNYC. Newtek expects
the Acquisition to close in January 2023, subject to completion or
waiver of the remaining closing conditions. Upon the close of the
Acquisition, NBNYC will be renamed Newtek BankTM, National
Association (“Newtek Bank, N.A.”) and Newtek’s current portfolio
companies Newtek Business Lending, LLC and Small Business Lending,
LLC will be contributed to Newtek Bank, N.A. The OCC approval is
subject to the condition that Newtek Bank, N.A. enter into an
operating agreement with the OCC upon the close of the Acquisition,
which operating agreement contains customary provisions concerning
capital, liquidity and concentration limits and memorializes the
business plan submitted to the OCC.
Barry Sloane, Chairman, President and Chief Executive Officer
said, “We could not be more elated to receive the OCC’s approval to
move forward and close the Acquisition and become a bank holding
company and financial holding company. With a national bank
charter, we believe Newtek will be able to enhance the business and
financial solutions offered to our customers to include
personalized digital commercial banking and the Newtek AdvantageTM
dashboard and truly become NewtekOne® - the One Solution for All
Your Business Needs®.”
Mr. Sloane continued, “Given these approvals, Newtek can proceed
with its bank holding company strategy, and intends to publicly
issue financial guidance for Newtek as a bank holding company
owning Newtek Bank, N.A. The regulatory approvals also will allow
Newtek to execute on its plan and strategy to acquire and rebrand
NBNYC as Newtek Bank, N.A.TM, and to change the name of the holding
company to NewtekOne®. We intend to keep our current stock symbol
‘NEWT’.”
Mr. Sloane further commented, “We look forward to paying our
recently declared distribution of $0.70 per share for the fourth
quarter 2022 on December 30, 2022, to shareholders of record as of
December 20, 2022. This distribution will likely be Newtek’s final
distribution as a BDC. Upon the closing of the Acquisition, Newtek
will discontinue its election to be regulated under the Investment
Company Act of 1940, will no longer qualify as a regulated
investment company (“RIC”) for federal income tax purposes and will
no longer qualify for accounting treatment as an investment
company. Newtek has previously stated that subject to Newtek board
approval, compliance with regulatory requirements and Newtek
achieving its operational and financial goals, it anticipates that
Newtek will continue to pay dividends as a bank holding company. We
would like to note that if dividends are paid from the Newtek bank
holding company, we expect they will be treated as qualified
dividends versus the pass-through status of dividend treatment in
the BDC/RIC structure.”
Mr. Sloane concluded, “We are thrilled to see the finish line in
completing this corporate transformation, which we have been
working on over the last 18 months. We are excited about our future
and what we believe is our ability to be a disruptor with a
differentiated business model in the bank holding company and bank
ownership investment landscape.”
Newtek Business Services Corp., Your Business Solutions
Company®, is an internally managed BDC, which along with its
controlled portfolio companies, provides a wide range of business
and financial solutions under the Newtek® brand to the small- and
medium-sized business (“SMB”) market. Since 1999, Newtek has
provided state-of-the-art, cost-efficient products and services and
efficient business strategies to SMB relationships across all 50
states to help them grow their sales, control their expenses and
reduce their risk.
Newtek’s and its portfolio companies’ products and services
include: Business Lending, SBA Lending Solutions, Electronic
Payment Processing, Technology Solutions (Cloud Computing, Data
Backup, Storage and Retrieval, IT Consulting), eCommerce, Accounts
Receivable Financing & Inventory Financing, Insurance
Solutions, Web Services, and Payroll and Benefits
Solutions.Newtek®, NewtekOne®, Your Business Solutions Company® and
One Solution for All Your Business Needs® are registered trademarks
of Newtek Business Services Corp.
Note Regarding Forward Looking
Statements
This press release contains certain
forward-looking statements. Words such as “believes,” “intends,”
“expects,” “projects,” “anticipates,” “forecasts,” “goal” and
“future” or similar expressions are intended to identify
forward-looking statements. All forward-looking statements involve
a number of risks and uncertainties that could cause actual results
to differ materially from the plans, intentions and expectations
reflected in or suggested by the forward-looking statements. Such
risks and uncertainties include, among others, include our ability
to close the pending acquisition of the National Bank of New York
City (the “Transaction”), the timing of the closing of the
Transaction, the timing of the Company’s discontinuance from
regulation as a BDC under the 1940 Act, projections concerning or
considering the pending Transaction, the timing of our ability to
originate new investments, achieve certain margins and levels of
profitability, the availability of additional capital and the
ability to maintain certain debt to asset ratios, intensified
competition, operating problems and their impact on revenues and
profit margins, anticipated future business strategies and
financial performance, anticipated future number of customers,
business prospects, legislative developments and similar matters.
Risk factors, cautionary statements and other conditions, which
could cause Newtek’s actual results to differ from management’s
current expectations, are contained in Newtek’s filings with the
Securities and Exchange Commission and available through
http://www.sec.gov/. Newtek cautions you that forward-looking
statements are not guarantees of future performance and that actual
results or developments may differ materially from those projected
or implied in these statements.
SOURCE: Newtek Business Services Corp.
Investor Relations & Public
RelationsContact: Jayne Cavuoto Telephone: (212) 273-8179
/ jcavuoto@newtekone.com
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