East West Bancorp, Inc. (“East West”) EWBC, parent company of East
West Bank, and MetroCorp Bancshares, Inc. (“MetroCorp”) MCBI, parent
of MetroBank, N.A. and Metro United Bank, announced today that they have
entered into a definitive agreement for the merger of MetroCorp into East
West.
MetroCorp operates 18 branches under its two subsidiary banks, MetroBank and
Metro United Bank. MetroBank operates 12 branches in Houston and Dallas, and
Metro United Bank operates 6 branches in Los Angeles, San Francisco and San
Diego. As of June 30, 2013, MetroCorp reported, on a consolidated basis, total
assets of $1.6 billion, total loans of $1.2 billion and total deposits of $1.3
billion.
“This is a strategic merger that will significantly increase East West's
presence in Houston and allow entry into the Dallas market. Additionally, the
merger further strengthens East West's branch network in California and
expands our footprint to San Diego,” stated Dominic Ng, Chairman and Chief
Executive Officer of East West. “MetroBank and Metro United Bank are both
community banks with an attractive base of core retail and commercial
customers and strong branch networks. We are excited to be able to provide
these customers with access to East West's wider product and service
capabilities and larger branch network.”
Ng continued, “Further, we are very pleased that following the completion of
the merger, George M. Lee has agreed to join East West as a Senior Advisor and
Chairman of our newly formed Texas Strategic Markets Advisory Council. With
George's long tenure and success in leading MetroCorp, we believe his
strategic insight and guidance regarding the Texas market will be invaluable.”
George M. Lee, Co-Chairman, President and Chief Executive Officer of MetroCorp
stated, “We are pleased to have reached an agreement to merge with East West.
As one of the top performing banks in the nation, East West has the balance
sheet, scale and expertise to provide strong value for MetroCorp's
shareholders, customers and employees. Additionally, East West and MetroCorp
share the same values and vision, making this combination a cultural fit as
well.”
Under the terms of the definitive agreement, East West will acquire the
outstanding shares of MetroCorp for the lesser of $14.60 per share and 1.72
times the per share tangible equity, as adjusted, for an aggregate purchase
price of approximately $273 million based on the 18,699,638 shares currently
outstanding. The shareholders of MetroCorp will receive two thirds of the
merger consideration in shares of East West common stock and the remainder in
cash. The exchange ratio for determining the number of shares of East West
common stock deliverable to shareholders of MetroCorp will be based on the
weighted average closing price of East West's common stock over a 60 trading
day measurement period ending five days prior to the closing.
The transaction, which has been unanimously approved by the East West and
MetroCorp Boards of Directors, is expected to be completed during the first
quarter of 2014, although delays may occur. The transaction is subject to
customary closing conditions, including approval by MetroCorp shareholders and
regulatory approvals.
The transaction is expected to be 4% accretive to East West's 2014 full year
earnings, excluding any one-time merger and restructuring charges.
After this merger, East West will grow from having one branch in Texas to 13
branches, including 9 in Houston and 4 in Dallas. This merger will also add 6
branches to East West's California branch network, including one branch in San
Diego.
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