San Diego-based Bank of Southern California NA is acquiring Glendale, Calif.-based Americas United Bank in a deal valued at approximately $44.1 million, based on the buyer's stock price of $14.75.
For each share held, Americas United shareholders will receive $7.00 in cash and 0.4746 Bank of Southern California common share. SNL calculates the deal value to be 144.3% of book, 146.0% of tangible book and 24.5x earnings on a per-share basis. It is also 17.78% of assets and 20.39% of deposits.
The premium to tangible book is 6.42% of deposits; the deal also has a one-day premium of 22.66%, based on Americas United's Feb. 21 closing price of $11.80, and a one-month premium of 21.12%, based on its Jan. 19 closing price of $11.95.
For comparison, SNL valuations for bank and thrift targets in the West between Feb. 22, 2017, and Feb. 22, 2018, averaged 174.96% of book, 181.50% of tangible book and had a median of 24.15x last-12-months earnings, on a per-share basis.
Excluding transaction costs, the deal is expected to be immediately accretive to Bank of Southern California's 2018 earnings per share. The combined company will have around 8.3 million common shares outstanding on a pro forma basis. This represents a prospective market capitalization of around $123 million, again based on Bank of Southern California's per-share valuation of $14.75.
As of Dec. 31, 2017, Bank of Southern California had $479.5 million in assets, while Americas United had $235.2 million. The combined company will have around $750 million in assets on a pro forma basis. Bank of Southern California will enter Los Angeles County with four branches, where it will rank No. 66 with a 0.05% share of approximately $381.99 billion in total market deposits.
Upon deal completion, expected in the third quarter, Americas United President and CEO Adriana Boeka will join Bank of Southern California's board as a nonexecutive director.
MJC Partners LLC served as financial adviser to Bank of Southern California, while Duane Morris LLP served as legal adviser. For Americas United, it was Keefe Bruyette & Woods and King Holmes Paterno & Soriano LLP, respectively.
Bank of Southern California has received binding commitments from investors for a $20.0 million capital raise to support the combined company's operations. MJC Partners is the sole placement agent for the offering.
SNL is an offering of S&P Global Market Intelligence.