Also Announces Plans for In-Store Banking in South Carolina
MEMPHIS, Tenn., July 16 /PRNewswire/ --
National Commerce Financial Corporation (NCF) (Nasdaq: NCBC) announced today
that it has signed a definitive agreement to acquire
SouthBanc Shares, Inc. (Nasdaq: SBAN), which is headquartered in Anderson,
South Carolina. SouthBanc operates 11 branches, primarily in the
Greenville-Spartanburg-Anderson Metropolitan Statistical Area, and had
$671 million in assets, $508 million in loans and $452 million in deposits, as
of March 31, 2001. Upon closing, SouthBank, the savings bank subsidiary of
SouthBanc, will be integrated into Central Carolina Bank and Trust Company
("CCB"), NCF's North and South Carolina banking subsidiary.
(Photo: http://www.newscom.com/cgi-bin/prnh/20010510/NCBCLOGO )
Also today, executives from NCF announced they plan to execute the
Company's in-store banking strategy in the South Carolina market and
anticipate announcing an agreement with a retailer in the market before the
end of the week.
The SouthBanc transaction is valued at approximately $126 million and will
be accounted for as a purchase. Each SouthBanc shareholder can elect to
receive either $28.00 in cash, 1.1142 shares of NCF common stock, or $14.00 in
cash plus .5571 of a share of NCF common stock as consideration; however, the
total consideration must be paid 50% in NCF stock and 50% in cash. The
acquisition, which is expected to close in the fourth quarter of 2001, is
subject to approval by regulators and SouthBanc shareholders.
"This in-market acquisition, combined with our planned in-store locations,
gives us a greatly enhanced market presence in the high-growth
Greenville-Spartanburg-Anderson region," said Ernest C. Roessler, NCF
president and chief executive officer. "SouthBanc has a long history of
outstanding service to its customers and we look forward to continuing that
record under the CCB name, while at the same time, offering new products and
services previously unavailable to those customers."
"We are extremely proud of the value we have created for our shareholders
and the service we have provided for our customers over our long history,"
stated Robert W. "Lujack" Orr, president and chief executive officer of
SouthBanc. "We look forward to combining with a company that shares our
vision and will continue this tradition."
The transaction represents a price to March 31, 2001 tangible book value
ratio of 1.49x and a price to SouthBanc's annualized core earnings for the
quarter ended March 31, 2001 of 16.8x. NCF expects to realize $5.7 million in
annual pre-tax cost savings from the consolidation. As a result, the
acquisition will be accretive to NCF's 2002 cash earnings per share.
About National Commerce Financial
National Commerce Financial Corporation is a leading seller and marketer
of diversified financial and consulting services delivered through its
national network of banking and non-banking affiliates. With $18 billion in
assets and approximately 400 locations throughout the Southeast, NCF is
headquartered in Memphis, Tennessee, and maintains operational headquarters in
Durham, North Carolina. CCB, a wholly owned subsidiary, operates 228 branches
in North and South Carolina, primarily located in MSAs along the I-85 corridor
from Raleigh-Durham-Chapel Hill, North Carolina to
Greenville-Spartanburg-Anderson, South Carolina.
This news release contains forward-looking statements (within the meaning
of the Private Securities Litigation Reform Act of 1995), which involve
significant risks and uncertainties. A variety of factors could cause actual
results and experience to differ materially from the anticipated results or
other expectations expressed in such forward-looking statements.
NCF does not assume any obligation to update these forward-looking
statements or to update the reasons why actual results could differ from those
projected in the forward-looking statements.
Factors that might cause such a difference include, but are not limited to
competition from both financial and non-financial institutions; changes in
interest rates, deposit flows, loan demand and real estate values; changes in
legislation or regulation; changes in accounting principles, policies or
guidelines; the timing and occurrence (or non-occurrence) of transactions and
events that may be subject to circumstances beyond the control of NCF; and
other economic, competitive, governmental, regulatory and technological
factors affecting NCF specifically or the banking industry or economy
generally.
NCF and SouthBanc will be filing a proxy statement/prospectus and other
relevant documents concerning the merger with the United States Securities and
Exchange Commission (the "SEC"). WE URGE INVESTORS TO READ THE PROXY
STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS TO BE FILED WITH THE
SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION.
Investors will be able to obtain these documents free of charge at the
SEC's web site (http://www.sec.gov). In addition, documents filed with the SEC by
NCF will be available free of charge from the Chief Financial Officer,
National Commerce Financial Corporation, One Commerce Square, Memphis,
Tennessee 38150. Documents filed with the SEC by SouthBanc will be available
free of charge from the Corporate Secretary, SouthBanc Shares, Inc., 907 North
Main Street, Anderson, South Carolina 29621.
The directors, executive officers, and certain other members of management
of SouthBanc may be soliciting proxies in favor of the merger from the
shareholders of SouthBanc. For information about these directors, executive
officers, and members of management, shareholders are asked to refer to the
most recent proxy statement issued by SouthBanc, which is available at the
address provided in the preceding paragraph.
SOURCE National Commerce Financial Corporation
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Related links:
http://www.ncfcorp.com
Photo Notes:
NewsCom:
http://www.newscom.com/cgi-bin/prnh/20010510/NCBCLOGO
AP Archive: http://photoarchive.ap.org
PRN Photo Desk, 888-776-6555 or 212-782-2840
CONTACT:
Sheldon Fox for National Commerce Financial
Corporation, +1-901-523-3656
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