Another blank check company, Community Bankers Acquisition Corporation, has filed an S-1. The deal is being underwritten by I-Bankers Securities Incorporated. The company is going to focus its acquisition efforts in the commercial banking industry.
Community Bankers Acquisition Corporation – STILL IN REGISTRATION
Number of units being offered: 7,500,000
Proposed price per unit: $8.00
Terms of deal: One share of common stock and one warrant to purchase a share of common stock at $6.00 per share.
Underwriters: I-Bankers Securities Incorporated
Proposed ticker symbols
Common stock: Not known
Warrants: Not known
Units: Not known
Common shares to be outstanding subsequent to IPO: 9,375,000
Shares to be held by public shareholders: 7,500,000
Shares held by insiders: 1,875,000
Percentage held by public shareholders: 80.0%
Gross proceeds being raised: $60,000,000
Net proceeds to be held in escrow: $54,000,000
Escrowed proceeds per share applicable to future public shareholders: $7.20
Date of IPO: N/A
Date of original filing: April 22, 2005
Current stock price
Common stock: N/A
Warrants: N/A
Units: N/A
Description of business: We were organized for the purpose of effecting a merger, capital stock exchange, asset acquisition or other similar business combination with an operating business in a specified industry. As a “Targeted Acquisition Corporation”SM or “TAC” SM, our objective is to acquire an operating business in the banking industry. Specifically, we intend to acquire an operating commercial bank or commercial bank holding company.
Biographical information for significant officer: DAVID ZALMAN, Chairman of the Board of Directors. Mr. Zalman has served as President and CEO of Prosperity Bancshares, Inc. (NASDAQ: PRSP), a bank holding company with $3.5 billion in assets, since 1986 and became Chairman of the Board and Chief Executive Officer of Prosperity Bank in 2001. Mr. Zalman became a director and Vice President/Secretary of Prosperity Bancshares in 1987, President in 2000 and President and Chief Executive Officer in 2001. From 1978 to 1986, Mr. Zalman was employed by Commercial State Bank in El Campo, beginning as cashier and rising to become Chief Executive Officer. Mr. Zalman received a Bachelor of Business Administration degree in Finance and Marketing from the University of Texas in 1978. He is a founding principal of New ICM LP, a manufacturer and distributor of children’s clothing to national and international companies, and currently serves as a partner and director.
GARY A. SIMANSON, President and Chief Executive Officer. Mr. Simanson is Managing Director of First Capital Group, L.L.C., an investment banking advisory firm specializing in bank mergers and acquisitions. Mr. Simanson has worked on bank merger and acquisition transactions around the country and has spoken nationally on bank mergers and acquisitions. Mr. Simanson received a Bachelor of Arts degree majoring in economics from George Washington University in 1981, writing his thesis on the Monetary Control Act of 1980; Masters of Business Administration majoring in finance from George Washington University in 1984; and a Juris Doctorate from Vanderbilt University in 1989, writing his thesis on money laundering and the Bank Secrecy Act. Mr. Simanson is licensed to practice law in the States of New York, Tennessee and Colorado. From 1998 to 1999 Mr. Simanson was a Senior Vice President concentrating in bank mergers and acquisitions and capital markets with FTN Financial Capital Markets, a wholly owned investment banking and financial services subsidiary of First Horizon National Corporation (NYSE: FHS). From 1992 to 1995, Mr. Simanson was an Associate General Counsel at Union Planters Corporation, a NYSE-traded bank holding company, where his duties included the negotiation and preparation of all bank merger and acquisition transaction documents, due diligence, regulatory filings, registration statements and other securities filings and other bank regulatory matters. From 1989 to 1992 he was a practicing attorney, specializing in the securities, bank regulatory and bank merger and acquisition areas.
SEC filings: sec.gov |
