Southeast Kansas location expands community banking family's primary
market presence
LEAWOOD, Kansas, May 20 /PRNewswire/ -- Gold Banc (Nasdaq: GLDB) announced
today a definitive merger agreement with First State Bancorp, Inc. of
Pittsburg, Kansas in a tax-free stock swap valued at approximately
$25.0 million. First State Bank & Trust Company, a wholly-owned subsidiary of
First State Bancorp, had total assets of $108.8 million, deposits of $95.9
million and loans of $63.5 million at March 31, 1998.
The exchange ratio of the merger is fixed at approximately 20 shares of
Gold Banc common stock for each share of First State Bancorp common stock,
which is not publicly traded. First State shareholders will receive
approximately 1.8 million shares of Gold Banc stock (following the Company's
2-for-1 stock split effective May 19, 1998). Gold Banc has 10.7 million
shares of common stock outstanding (on a post-split basis) and the closing bid
price as of May 19, 1998 was $17.25 per share.
Michael W. Gullion, Gold Banc President and Chief Executive Officer,
commented: "First State Bank & Trust will further strengthen Gold Banc's
already significant presence in our primary Kansas market. This is our fourth
community bank acquisition announced so far this year and we continue to
identify additional prospective members of the Gold Banc family. In the wake
of large commercial bank mega-mergers, we are seeing an increasing number of
small business customers and individual accountholders seeking the flexible,
responsive and personalized service offered by community banks. More and more
banks like First State are looking for ways to bolster their competitive
strength, preserve their community relationships and offer customers a greater
selection of financial services. As one of the country's fastest-growing
families of community banks, joining Gold Banc fulfills all these needs."
Set to close in the fourth quarter of 1998, the First State Bank
transaction will be accounted for as a pooling and is expected to be accretive
to Gold Banc's earnings in 1998. The transaction must be approved by First
State shareholders and the appropriate federal regulatory agencies.
William R. Hagman, Jr., representative of First State Bank, said: "It is
our board of directors' sincere belief that Gold Banc offers us a unique
opportunity to maintain our community banking focus while leveraging
significant additional financial resources and operational economies of scale.
Furthermore, First State customers gain access to Gold Banc's complete menu of
banking and financial services which include enhanced personal, agricultural
and commercial insurance services, as well as trust services and alternative
investment products. We are therefore confident that First State customers,
shareholders and employees will benefit greatly by our membership in the Gold
Banc family."
According to FDIC data available as of June 30, 1997, First State Bank
held a number three market share of total deposits in Crawford County, its
primary market. First State Bank was founded in 1903 and is located in
Pittsburg, Kansas, the largest community and trade center in the county and
home of Pittsburg State University. The bank has an exceptionally strong
record of community service and dedication to the health of the local economy
via long-standing relationships with many small business customers.
When completed, the merger is projected to boost Gold Banc's assets to
approximately $786 million, deposits to $653 million and net loans to
$498 million based on March 31, 1998 pro forma data, which also includes the
pending acquisitions of Farmers State Bank of Sabetha and Tri-County National
Bank of Washington as announced on April 29, 1998, and Peoples State Bank of
Colby announced yesterday.
About Gold Banc
Gold Banc, a multi-bank holding company, currently owns and operates the
following community banks: Exchange National Bank, with locations in Leawood,
Shawnee and Marysville, Kansas; Citizens State Bank and Trust Company, located
in Seneca, Kansas; Peoples National Bank, Clay Center, Kansas; Farmers
National Bank, Oberlin, Kansas; the First National Bank in Alma, located in
Alma, Kansas; and Provident Bank, f.s.b., located in St. Joseph, Missouri.
Each of these community banks provides a full range of commercial and consumer
banking services in their respective markets, with each bank retaining its
board of directors, local identity and decision-making authority. In
addition, pending but not yet closed are the acquisitions of Farmers State
Bank of Sabetha, Kansas and Tri-County National Bank of Washington, Kansas and
People's State Bank of Colby, Kansas. Gold Banc also owns Midwest Capital
Management, Inc., a full service broker/dealer and investment management firm
based in Kansas City, Missouri.
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 a
merger 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.
Visit the Gold Banc web site at: http://www.goldbanc.com
SOURCE Gold Banc
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Related links: http://www.goldbanc.com
CONTACT: Keith E. Bouchey, Exec. V.P. & CFO, 913-451-8050, or keithb@goldbanc.com, or Brian J. Ruisinger, Investor Relations, 913-451-8050, or brianr@goldbanc.com, both of Gold Banc; or General Information, Mike Arneth, 312-640-6734, or mga@chi.frbd.com, or Analysts-Investors, Paul Scheeler, 312-640-6742, or pas@chi.frbd.com, or Media Inquiries, Bess Gallanis, 312-640-6737, or bag@chi.frbd.com, all of The Financial Relations Board
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