LEAWOOD, Kansas, March 14 /PRNewswire/ -- Gold Banc, (Nasdaq: GLDB), one
of the country's fastest growing community banking and financial services
companies, and American Bancshares, Inc. (Nasdaq: ABAN), yesterday announced
that the shareholders of both companies have approved the acquisition of
American by Gold. American Bancshares is the holding company for American
Bank, which is one of the largest community banks on the west coast of
Florida, and serves customers through 10 branch offices primarily in Manatee
County, which has been one of the nation's fastest growing counties over the
past ten years.
"We are extremely excited to extend our community banking presence into
the state of Florida with the acquisition of a strong, vibrant institution
such as American," commented Michael W. Gullion, Gold Banc Chairman and CEO.
"American Bank management and employees have done an excellent job building a
solid franchise and serving their customers, and we plan to leave the bank and
its operating structure largely in place. Our affiliation will allow us to
provide American employees with additional products and services to offer to
their customers, including insurance, investment, and trust services, as well
as Internet-based banking technology."
Jerry L. Neff, American's President and CEO, added, "We feel our
affiliation with Gold Banc is in the best interest of our shareholders, and
will be beneficial to our customers, employees, and the community at large.
American and Gold share the same philosophy on community banking, and we
expect to continue serving our customers in the fashion they have come to
expect."
Although American Bancshares had a right to terminate the transaction if
the floor price of Gold Banc common stock was below $9.25 per share, the Board
of Directors of American Bancshares decided that it was in the best interest
of its shareholders to waive this option. Mr. Neff addressed this issue as
well. "The substance of our transaction with Gold has not changed from the
point at which we initially signed the agreement," Mr. Neff said. "The market
has taken financial stocks down across the board, and Gold was not immune from
this. They continue to grow earnings at double-digit growth rates while
substantially increasing their size, which is all they can really control.
Our Board of Directors carefully reviewed the transaction from both a
financial and non-financial point of view, and unanimously agreed to move
forward and close the deal."
The acquisition is scheduled to close early next week. At Gold's closing
stock price of $6.94 per share on March 13, 2000, the transaction is worth
$11.47 per share, or approximately 23 times American's recurring last twelve
months earnings, with American shareholders receiving a fixed exchange of
1.6527 shares of Gold Banc common stock for each American share.
This announcement follows Gold Banc's recently completed acquisitions of
CountryBanc Holding Company, Edmond, Oklahoma and First Business Bancshares,
Kansas City, Missouri. When considering these transactions in addition to the
acquisition of American, Gold's total assets are expected to increase to over
$2.6 billion, total deposits to over $2.0 billion and shareholders equity to
over $200 million.
Safe Harbor Statement
This news release contains comments or information that constitute
forward-looking statements (within the meaning of the Private Securities
Litigation Reform Act of 1995), which involve significant risks and
uncertainties. Actual results may differ materially from the results discussed
in the forward-looking statements. Factors that might cause such a difference
include, but are not limited to: (1) expected cost savings from acquisitions
cannot be fully realized or realized within the expected time frame; (2)
revenues following the merger are lower than expected; (3) competitive
pressures among depository institutions increase significantly; (4) costs or
difficulties related to the integration of the business of the organizations
are greater than expected; (5) changes in the interest rate environment reduce
interest margins; (6) general economic conditions, either nationally or in
states in which the combined company will be doing business, are less
favorable than expected; and (7) legislation or regulatory changes adversely
affect the businesses in which the combined company would be engaged.
For more information on Gold Banc toll-free via fax, simply dial
1-800-PRO-INFO, follow the voice menu prompts and enter the company code
"GLDB" on any touch tone phone, or visit the Gold Banc page on FRB's website
at http://www.frbinc.com .
Visit Gold Banc at http://www.goldbanc.com .
SOURCE Gold Banc Corporation, Inc.
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Related links:
http://www.goldbanc.com
CONTACT:
Malcolm M. Aslin, President,
micka@goldbanc.com, or Keith E. Bouchey, EVP - M&A,
keithb@goldbanc.com, both of Gold Banc Corporation, Inc.,
913-451-8050, or Jerry L. Neff, President and CEO of American
Bank, 941-795-3050, or jerryneff@ambankfl.com; or General, Todd
Tarbox, 312-640-6742, or ttarbox@frb.bsmg.com, or Media, Joyce
Hanson, 606-272-7322, or hanson2000@aol.com, both of The
Financial Relations Board for Gold Banc Corporation, Inc.
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