Investment Banking - M&A Transactions

Announced Transactions | Completed Transactions (2000 to Present)

January 10, 2008
	Prosperity Bancshares, Inc. of Houston, Texas has signed a definitive agreement to acquire six branches of Banco Popular North America of New York, New York. Hovde Financial served as financial advisor to Banco Popular North America.


November 19, 2007
	Century Capital Financial, Inc. of Kilgore, Texas has signed a definitive agreement to merge with and into Austin BanCorp, Inc. of Jacksonville, Texas. Hovde Financial both initiated this transaction and served as financial advisor to Century Capital Financial, Inc.
	- Transaction Profile: Click Here

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Hovde Financial is pleased to announce that Commercial Bankshares, Inc. (NASDAQ: CLBK), headquartered in Miami, Florida, has signed a definitive agreement to merge with Colonial BancGroup, Inc. (NYSE: CNB), of Montgomery, Alabama, in a 50% stock/ 50% cash transaction valued at $323 million (or approximately $50 per share based on Colonial’s average trading price). Shareholders can elect 100% stock, 100% cash or any combination thereof. This transaction represents the largest deal that Colonial has ever done and is the largest community bank sale in Florida since Hovde sold First National Bankshares to Fifth Third in 2004 for $1.6 billion (over 6x book).

Commercial Bankshares, led by well-respected veteran Chairman and CEO Joe Armaly, operates 14 branches in Dade and Broward Counties. The Company is one of the premier South Florida community bank franchises with a focus on commercial real estate lending and core deposit generation. This, coupled with pristine credit quality, has resulted in solid and consistent earnings (1.20% ROAA and 14.78% ROAE).

This transaction is Colonial’s first acquisition in over two years (Hovde sold Union Bank of Florida to Colonial in 2004 for $240 million) and will place over 60% of their franchise in Florida. While the deal catapults Colonial into a top-ten market position in the Miami MSA, very little branch overlap exists, as only three of Commercial’s branches are within one mile of a Colonial branch. Colonial will also maintain its #6 deposit ranking in the state of Florida.

The aggregate deal value of $323 million equates to 3.6x tangible book, 26x LTM earnings, 24x 2007E earnings, a 43% premium-to-core deposits, and a 37% premium to CLBK’s stock price (based on CLBK’s price two weeks prior to announcement). The price-to-book multiple of 3.6x represents the second-highest premium ever recorded for a bank in South Florida and the 12th-highest price in Florida since the elimination of Pooling Accounting in 2001. It is important to note that the 43% premium-to-core deposits is the fourth-highest ever recorded in Florida, slightly exceeding the NationsBank/Barnett Banks premium of 42% in 1997.

Hovde Financial initiated the transaction, served as exclusive financial advisor to Commercial Bankshares, and delivered a fairness opinion to Commercial’s Board of Directors.