By James T. Hammond
Published Aug. 8, 2012
SCBT Financial Corp. will acquire The Savannah Bancorp Inc. in a stock swap valued at $67.1 million, the two companies announced today.
Founded in 1990, The Savannah Bancorp Inc. operates two banking subsidiaries: The Savannah Bank and Bryan Bank & Trust, which collectively have 11 locations in South Carolina and Georgia. Savannah Bancorp also operates Minis & Co. Inc., a registered investment adviser.
|“The cultures of our two organizations are very similar and we believe this partnership is a great opportunity for the customers, employees and shareholders of both companies.” |
— Robert R. Hill Jr., president and CEO of SCBT Financial, said of the Savannah Bancorp acquisition
Savannah Bank adds about 35,000 new customers to SCBT, Helmken said.
The two banks have some overlap in the Bluffton and Hilton Head area. Some consolidation is possible following a study of those operations, said John Windley, president of SCBT.
Windley said he “absolutely” expects SCBT’s footprint to grow in its new Georgia territory.
“It’s an extremely attractive growth area for us,” Windley said.
“The Savannah Bancorp team has built a strong community bank with a great reputation and excellent market share. We have known and respected The Savannah Bancorp for quite some time and look forward to continuing their legacy of service to the community. The cultures of our two organizations are very similar and we believe this partnership is a great opportunity for the customers, employees and shareholders of both companies,” said Robert R. Hill Jr., president and CEO of SCBT Financial Corp.
The combined company will have about $5.3 billion in total assets, $4.5 billion in total deposits, $3.8 billion in total loans, and a network of 87 branches in the Carolinas and Georgia.
The two companies serve four common counties in South Carolina and Georgia, where the combined company will have $1.2 billion in deposits, making it No. 3 in market share. Minis & Co. Inc., combined with SCBT’s existing wealth management group, will have total assets under management of about $1.6 billion.
“We are pleased and excited to be joining forces with such a high-performing and well capitalized banking company. We believe this combination will be a win-win for our respective shareholders,” said J. Curtis Lewis III, chairman of the board of The Savannah Bancorp Inc.
"We have respected SCBT as a competitor and peer for many years and have admired their ability to be successful throughout this economic downturn," Helmken said. "Now we bring that same admiration and respect to a partnership which joins two like-minded management teams and cultures together.
“With 12% of the local market in the Savannah market, I see 88% growth potential for us as a result of the merger,” Helmken said.
The merger agreement has been unanimously approved by the board of directors of each company. The transaction is expected to close in the fourth quarter of 2012 and is subject to customary conditions, including approval by both SCBT and Savannah Bancorp shareholders. At closing, Savannah Bancorp will be merged into SCBT Financial Corp.
Savannah Bancorp shareholders will become SCBT shareholders in the merger.
Under the terms of the agreement, shareholders of Savannah Bancorp will receive 0.2503 shares of SCBT common stock for each share of Savannah Bancorp common stock. The stock issuance is valued at approximately $67.1 million, based on around 7.2 million shares of Savannah Bancorp common stock outstanding and on SCBT’s Aug. 7 closing stock price of $37.21.
Keefe, Bruyette & Woods Inc. served as financial adviser and Wachtell, Lipton, Rosen & Katz provided legal counsel to SCBT Financial Corp. SunTrust Robinson Humphrey served as financial adviser and FIG Partners LLC rendered a fairness opinion to The Savannah Bancorp Inc. Sandler O’Neill & Partners LP also assisted Savannah Bancorp with the transaction. Alston & Bird LLP and Ellis, Painter, Ratterree & Adams LLP served as legal counsel to Savannah Bancorp.
SCBT Financial Corp., based in Columbia, operates in South Carolina as SCBT; in North Carolina as NCBT, a division of SCBT; and in Georgia as Community Bank & Trust, a division of SCBT. SCBT Financial Corp. operates 76 locations in 19 South Carolina counties, 10 north Georgia counties, and in Mecklenburg County in North Carolina. SCBT Financial Corp. is the largest publicly traded bank holding company based in South Carolina.