Transaction Highlights
-- Gold Banc's largest acquisition in its history will increase total
assets by over 25% to over $1.5 billion.
-- Provides the Gold Banc franchise with 7 more locations in the vibrant
Denver market, an additional $270 million in core deposits, and Union
Bank's experienced and highly successful management team.
-- Effectively leverages capital, maintains solid asset quality and helps
support continued earnings growth.
-- Consistent with Gold Banc's strategy of maintaining strong local
management and boards of directors.
LEAWOOD, Kan., Aug. 9 /PRNewswire/ -- Gold Banc, (Nasdaq: GLDB), one of
the country's fastest growing community banking and financial services
organizations, announced today the Company has signed a definitive agreement
to acquire Union Bankshares, Ltd., (Nasdaq: UBSC), and its wholly-owned
subsidiary, Union Bank & Trust, one of the leading community banks in the
metro Denver region. The deal will increase Gold Banc's assets by over 25
percent to over $1.5 billion, from $1.2 billion as of June 30, 1999.
The total purchase price of the acquisition is approximately $65.0 million
in a stock-for-stock, tax-free exchange. The exchange ratio will be
determined by dividing $23.05 by the average price for Gold Banc common stock
during the 10-day trading period ending three days prior to closing, unless
the average price is less than $13.00 or greater than $16.00, in which case
the average price shall be fixed at $13.00 or $16.00, respectively. On August
9, 1999, the closing price on the Nasdaq Stock Market for Gold Banc Common
Stock was $11.50 per share. Should the average price of Gold Banc common
stock fall below $11.00 for a period of 10 trading days immediately prior to
shareholder approval, Union Bankshares can terminate the transactions.
Union Bankshares currently has approximately 2.4 million common shares
outstanding, and Gold Banc has approximately 17.2 million common shares
outstanding.
The transaction will be accounted for as a pooling of interests and is
expected to be accretive to Gold Banc's earnings. Completion of the
transaction is subject to the approval of the appropriate regulatory
authorities and the shareholders of both Gold Banc and Union Bankshares. The
deal is expected to close in the fourth quarter of 1999.
Michael W. Gullion, Gold Banc Chairman and CEO, commented: "The
acquisition of Union Bank is a watershed for Gold Banc -- this single
transaction increases our assets by one-fourth, boosts core deposits
30 percent, and maintains our solid asset quality. We also gain seven
locations in the vibrant Denver region which is one of the country's best
community banking markets, as well as the benefit of Union's strong local
business relationships. The addition of Union Bank significantly advances our
vision of becoming the high performance banking and financial services
provider of choice in our markets."
Gullion added: "Union Bank has an exceptional management team and, like
Gold Banc, they have pursued a strategy of quality growth founded on strong
community relationships. We are especially eager to explore the expanded
range of synergies and new business opportunities which we plan to leverage
across Union's established account base using our full service Internet
banking, our retail brokerage and investment management services, our
insurance and trust services businesses and our recently acquired mortgage
banking services business, which closed August 2, 1999."
Union Bank Management Comments
Charles R. Harrison, Chairman and CEO of Union Bankshares, Ltd., remarked:
"Our board of directors is pleased to join the Gold Banc family and, on behalf
of Union shareholders, we believe the terms of this transaction represent an
appropriate recognition of the underlying value of our franchise. As two of
the premier community banking and financial services companies in the country,
the enhanced financial leverage and operational strength of the combined Gold
Banc-Union Bank organization allows us to jointly pursue even more attractive
growth opportunities beneficial to customers and shareholders alike."
Herman J. Zueck, Chairman and CEO of Union Bank & Trust, added: "Joining
Gold Banc allows us to preserve the valuable relationships our local boards of
directors have built with their respective communities. Union Bank and Gold
Banc are ideal strategic partners because we have similar cultures focused on
providing personalized service, which is key to attracting and retaining
individual and small business customers in a highly competitive marketplace.
Gold Banc also enhances our competitive position by enabling us to provide a
broader range of the financial services that today's busy,
convenience-oriented customers expect from their community bank."
It was emphasized that Union Bank & Trust will continue to operate under
the Union Bank & Trust name with an ongoing philosophy of personal attention
and professional service. Herman Zueck will serve as Chairman of the Board of
Union Bank & Trust. Union Bank's customer contact staff will remain intact,
and customers can expect to see the same people they have come to know and
trust each time they visit any Union Bank & Trust location.
Overview of Union Bank & Trust
Union Bankshares, Ltd. is an independent bank holding company which owns
Union Bank & Trust, a state chartered commercial bank located in Denver,
Colorado. The bank, acquired by the company in 1985, and its predecessors
have been operating since 1917. The bank attracts FDIC-insured deposits, and
focuses on providing relationship banking based on personal attention and
professional service. Most of the bank's customers are small and medium-sized
businesses and individuals located in the Denver area. The company added its
seventh location in December 1998 with the acquisition of Lakewood State Bank
in Lakewood, Colorado.
Union Bank & Trust emphasizes asset quality and capital preservation. The
bank's ratios of nonperforming assets to capital and to total assets were
.76% and .01%, respectively, at June 30, 1999. Also at June 30, 1999, Union
Bank & Trust had consolidated total assets of $339.9 million, net loans of
$157.4 million, deposits of $270 million and shareholders' equity of
$19.4 million. The company's Tier I and total risk-based capital ratios were
10.1% and 13.5%, respectively.
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 web site
at http://www.frbinc.com .
Visit Gold Banc at http://www.goldbanc.com .
SOURCE Gold Banc
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Related links:
http://www.goldbanc.com
Related links:
www.frbinc.com
CONTACT:
Keith E. Bouchey, Exec. V.P. for Marketing
and Advertising, 913-451-8050, E-mail, keithb@goldbanc.com, or
Brian J. Ruisinger, Investor Relations, 913-451-8050, E-mail,
brianr@goldbanc.com, both of Gold Banc Corporation, Inc.; or
General, Mike Arneth, 312-640-6734, E-mail, marneth@frb.bsmg.com,
Analysts-Investors, Paul Scheeler, 312-640-6742, E-mail,
pscheele@frb.bsmg.com, or Media, Joyce Hanson, 312-640-6756,
E-mail, jhanson@frb.bsmg.com, all of The Financial Relations
Board
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