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Strategies & Market Trends : Speculating in Takeover Targets -- Ignore unavailable to you. Want to Upgrade?


To: richardred who wrote (2873)1/12/2012 1:34:40 PM
From: richardred  Respond to of 7242
 
Thu, Jan 12, 2012, 1:27pm EST - US Markets close in 2 hrs and 33 mins
KeyBank agrees to buy 37 upstate NY HSBC branches

BUFFALO, N.Y. (AP) -- First Niagara Bank has agreed to sell 37 HSBC branches to KeyBank as part of its purchase of HSBC's entire upstate New York retail network, the banks announced Thursday.

Cleveland, Ohio-based KeyBank will pay First Niagara a deposit premium of about $110 million, or just under 5 percent, for the branches in Erie, Niagara, Orleans and Monroe counties.

The purchase includes all 26 of the HSBC branches that First Niagara promised to divest in a November agreement with the Justice Department to satisfy antitrust concerns.

Buffalo-based First Niagara announced over the summer that it planned to buy 195 HSBC branches in New York and Connecticut in a $1 billion deal that will give First Niagara upstate New York's biggest market share, more than 20 percent, and expand its overall presence in the Northeast. Executives said about half of the acquired branches would be sold or divested.

"We're delivering on the plan we shared when we announced the HSBC branch acquisition last year, in spite of the very challenging operating environment," First Niagara President John Koelmel said in a statement. "The outcome will be another significant and positive step toward realizing our vision for establishing a regional leadership position in the Northeast."

After the acquisition, First Niagara Bank N.A. will have more than 400 locations in New York, Pennsylvania, Connecticut and Massachusetts, $30 billion in total deposits, $38 billion in assets and more than 6,000 employees, the company said.

The all-cash purchase of the HSBC branches is expected to close early this year, followed by the sale to KeyBank by late June, the banks said.

"This transaction is an exciting opportunity to strengthen our franchise in these attractive markets and, at the same time, build long-term shareholder value," KeyCorp. Chairman and Chief Executive Beth Mooney said. The company has assets of approximately $89 billion.

KeyBank said it will offer jobs to "substantially all" of the HSBC employees at the acquired branches.

The HSBC sale is sale is part of London-based HSBC Holding's strategy, presented to investors last May, to shift focus away from retail banking to commercial and corporate banking, and to target investment in high-growth economies.

finance.yahoo.com



To: richardred who wrote (2873)1/26/2012 11:39:46 AM
From: richardred  Read Replies (2) | Respond to of 7242
 
Tompkins Financial Corporation and VIST Financial Corp Announce Merger Agreement Merger Will Expand Tompkins Financial into Southeastern Pennsylvania

ITHACA, N.Y. & WYOMISSING, Pa.--(BUSINESS WIRE)-- Tompkins Financial Corporation (NYSE-AMEX:“TMP”) and VIST Financial Corp (NASDAQ: “VIST”) announced today that they have entered into a definitive merger agreement under which Tompkins Financial will acquire VIST Financial Corp. Based on the average of the closing prices of Tompkins Financial common stock for the 20 trading days ending January 24, 2012, the all stock transaction is valued at approximately $86.0 million at the time of signing the merger agreement, or $12.50 per VIST common share. Under the terms of the merger agreement, VIST shareholders will receive 0.3127 shares of Tompkins Financial common stock for each share of VIST common stock held, subject to adjustment as more fully described later in this release.

Excluding one-time merger expenses, Tompkins Financial expects the transaction to be accretive to earnings per share in the first year and into the future. When the transaction is completed, Tompkins Financial will have approximately $4.8 billion in assets, $3.8 billion in deposits, and $2.9 billion in loans, with 67 banking offices. VIST Bank will operate as a subsidiary of Tompkins Financial with a separate banking charter, local management team, and local Board of Directors. Robert D. Davis will continue as President and CEO of VIST Bank.

“The merger with VIST is very consistent with Tompkins’ long-term growth strategy,” said Stephen S. Romaine, President and CEO of Tompkins Financial. “It gives Tompkins the opportunity to expand into one of the most attractive markets in the mid-Atlantic region with established locations and experienced staff. Although southeastern Pennsylvania will be a new region for Tompkins, the communities served by VIST have similar demographics to markets we serve in New York State, where Tompkins Financial’s integrated financial services model has been well received. VIST is located about the same distance from our headquarters in Ithaca as our Mahopac National Bank affiliate in NY’s Hudson Valley region, which has grown substantially since joining Tompkins in 2000.”

“The affiliation with Tompkins will present opportunities for VIST customers and shareholders,” said VIST Financial President and CEO Robert D. Davis. “I am very pleased with the chemistry between the two organizations. Both have a rich history of serving our clients as a trusted advisor and serving our communities as an outstanding corporate citizen.” Davis continued, “Partnering with Tompkins will bring increased financial services capabilities for our clients, while enabling VIST to continue our local identity as an independent bank serving our community for more than a century. VIST shareholders will receive an attractive premium to the recent market price and the opportunity to invest in one of the region’s premier financial services companies with a strong record of growth in dividends and earnings.”

The Boards of Directors of both companies have approved the transaction, which is expected to close early in the third quarter of 2012, subject to required regulatory approvals and other customary conditions, including required shareholder approval. It is expected that VIST’s outstanding Series A preferred stock and related warrants held by the U.S. Treasury under the TARP Capital Purchase Program will be retired prior to closing.

Transaction Summary

The transaction is designed to deliver profitable growth while maintaining superior credit quality and a well-capitalized balance sheet.

Selected data for the combined entity on a pro-forma basis as of December 31, 2011:
Assets: $ 4.8 billion
Loans: $ 2.9 billion
Deposits: $ 3.8 billion
Branches: 67 in NY State and Southeastern PA
Maintain “well-capitalized” status under all regulatory definitions
Selected terms and metrics associated with the transaction
Purchase price of $12.50 in a 100% stock transaction, representing an exchange ratio of 0.3127 based on the 20 day average closing price for Tompkins of $39.98 as of January 24, 2012.
The exchange ratio is subject to adjustment based on the average of the closing prices of Tompkins Financial common stock for the 20 business days ending three business days prior to the VIST shareholder meeting called to consider the merger agreement (the “Average Closing Price”). If the Average Closing Price is more than $43.98, the Exchange Ratio shall be 0.2842; and if the Average Closing Price is less than $35.98, the Exchange Ratio shall be 0.3475.
Total transaction value of approximately $86.0 million
Tangible book value multiple of 1.18x before purchase accounting adjustments
1.5% core deposit premium

Macquarie Capital acted as financial advisor to Tompkins Financial Corporation, and Harris Beach PLLC served as legal adviser to Tompkins. Stifel Nicolaus Weisel acted as financial advisor to VIST Financial Corp., and Stevens & Lee P.C. acted as legal adviser to VIST.

About Tompkins Financial Corporation

Tompkins Financial Corporation is a financial services company with $3.4 billion in assets serving the Central, Western, and Hudson Valley regions of New York State. Headquartered in Ithaca, NY, Tompkins Financial is parent to Tompkins Trust Company, The Bank of Castile, Mahopac National Bank, Tompkins Insurance Agencies, Inc., and Tompkins Financial Advisors. Each Tompkins Financial subsidiary operates with a community focus and local decision-making, meeting the unique needs of the customers and communities it serves. Founded in 1836, Tompkins has a strong record of creating long-term value for shareholders, clients and communities. For more information on Tompkins Financial, visit www.tompkinsfinancial.com.

About VIST Financial Corp

Headquartered in Wyomissing, PA, VIST Financial Corp is a financial services company with $1.4 billion in assets, $1.2 billion in deposits and $960 million in loans. It is parent to VIST Bank, VIST Insurance, and VIST Capital Management. VIST Bank operates as a community bank with 21 branch offices in southeastern Pennsylvania, serving Berks, Montgomery, Philadelphia, Chester, Delaware and Schuylkill Counties. For more information on VIST Financial Corp, visit www.vistfc.com.
finance.yahoo.com



To: richardred who wrote (2873)1/18/2014 7:14:04 PM
From: richardred  Respond to of 7242
 
What bank stock investors liked in 2013
Likes—and otherwise—hold clues for 2014



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By Jack Chen and Kiah Lau Haslett, SNL Financial staff writers

Investors rewarded standout banks in 2013, searching for strong core performances, robust recoveries, differentiated platforms, or smart and transformational deals.

Industry observers told SNL that investors were excited by banks whose fundamental core performance, earnings, recoveries, or acquisitions in some way set them apart from peers. They also like institutions that are positioned through their platforms or distribution networks to capitalize on modern conveniences and potentially increasing rates.

SNL looked at 250 major-exchange-traded U.S. bank and thrift stocks that were not merger targets, had an average daily trading volume of at least 10,000 shares, and a closing price of at least $5 on Dec. 31, 2012. The industry's overall return was 32.75%, compared to the S&P 500's return of 27.86%, as of Dec. 16.

Most of the banks had between $1 billion and $10 billion in assets; some believe the range is a sweet spot for bank earnings and share performance. Deal activity was no guarantee of a spot on the top share returns, though some serial acquirers or well-received merger-of-equals parties were featured as outperformers; some of the largest underperformers also struck deals in 2013. The median year-to-date return for the top 15 bank stocks was 83.60%, compared to an industry median of 32.89%. The median year-to-date return for the bottom 15 performing stocks was 0.81%.



Standing out from the crowd

Outperformers San Diego-based BofI Holding Inc., Phoenix-based Western Alliance Bancorp. and Chicago-based PrivateBancorp Inc. all have unique banking platforms that allowed them to "break away from the pack," said Oppenheimer & Co. analyst Terry McEvoy, who covers all three.

He said that while the companies are very different and lacked commonality at first glance, they all had platforms oriented for growth in 2013 and excited investors about their prospects.

PrivateBancorp, which has $13.87 billion in assets, demonstrated impressive loan growth in the third quarter and is positioned for higher rates going forward; its shares had a year-to-date total return of 83.50%.

Western Alliance, which has $8.92 billion in assets, benefited from stronger investor sentiment as the housing market in areas like Arizona and California continued to recover; it had a year-to-date total return of 118.52%.

"I think having the unique platform has been behind the growth coming out of the financial crisis, and I would call them story stocks," he said. "All of these companies have been able to create some sort of buzz surrounding their company that has separated themselves from the others."

Along with Western Alliance, Billings, Mont.-based First Interstate BancSystem Inc. and Kalispell, Mont.-based Glacier Bancorp Inc. fit into the West Coast recovery and outperformance stories, said FIG Partners analyst Timothy Coffey, who covers all three names.

Inland markets nearer to the Rocky Mountains lagged eight to nine months behind the coastal markets, and their recoveries were more evident in 2013. Glacier, First Interstate, and Western Alliance also experienced a drop in credit costs and a reduction in business risk, he added.

Glacier, which has $8.05 billion in assets, was boosted by two acquisitions and its NIM improved as prepayments on mortgage-backed securities slowed; it had a year-to-date total return of 104.48%. First Interstate, which has $7.50 billion in assets, had a return of 81.59%.

Los Angeles-based Wilshire Bancorp Inc., which has $2.83 billion in assets, is another bank in Coffey's coverage universe that capped off its 2013 with impressive outperformance. He attributed the performance to an in-market deal that followed several years of rebuilding through a capital raise, resolved credit issues and management changes. Its acquisition of in-market competitor Saehan Bancorp afforded it a total of 60% in cost savings, he said.

That deal boosted Wilshire's ROE above other Korean bank competitors until Los Angeles-based Hanmi Financial Corp.'s acquisition of Garland, Texas-based Central Bancorp Inc., announced Dec. 16. Wilshire had a year-to-date total return of 83.60%.



The performance of several banks in Coffey's universe improved beyond any of his expectations, and he anticipates many will make "a decent" amount of money next year, especially as the yield curve steepens. Much of the stock outperformance was related to core, fundamental performances and earnings at banks, he said, compared to 2010 and 2011 when stocks move on "what could happen or might happen in terms of credit quality, asset write-downs and capital raises."

Additionally, one of the major market changes in the West has been the increasing amount of transformational merger-of-equals activity. These compelling deals have caused CEOs to eye peer banks in nearby markets in a different light.

"[It] changes the complete dynamic of the M&A market, and it changes the expected valuation of banks," Coffey said. "I see 2013 as kind of a tipping point. Things changed this year."

Closeup on BofI Holdings

The No. 1 spot for top stock returns for 2013 went to BofI Holdings, which had a year-to-date return of 185.86%. McEvoy at Oppenheimer said its differentiated operating platform as a branchless bank, which has $3.28 billion in assets, has attracted a large amount of investor interest in the last 12 months, especially as companies use branch closures to cut costs. The bank itself also showed strong growth in both earnings and loans.

Grand Slam Asset Management Principal Mitch Sacks is a former shareholder of BofI Holdings who bought into the company below book value and subsequently sold it due to valuation. He said he would be hard-pressed to name a bank that has better ROE or ROA than BofI Holdings, and he said its earnings come from running a clean, healthy bank with strong credit rather than "buying loans cheap from the FDIC."

The bank also bought up loans from Ginnie Mae and Fannie Mae prior to the financial crisis, creating a boon for them when the bubble burst and allowing them to buy loans cheaply from competitors who were forced to sell.

"They deserve to trade at a premium to other banks because the return and bad debt characteristics are fabulous. They most certainly deserve a premium over other bank stocks — there's no doubt in my mind about that," he said. "If you look at stock on a P-multiple, it's probably still cheap because they're growing at a rate above the price to earnings. If you looked at traditional price to book, it's not so cheap, but their ROE is so much higher than other banks [that] it's possibly deserved."

But BofI Holding's outperformance in 2013 means success could be hard to replicate in 2014, and McEvoy has a "perform" rating on the bank that functions as a "hold." In fact, he believes BofI, Western Alliance and PrivateBancorp might encounter difficulty in posting similar gains in the year ahead.

But the year was not a good one for some banks, although even some of the bottom performers posted positive returns.

Last year, Flagstar Bancorp Inc. posted a year-to-date total return of 284.16%; this year it posted a negative 8.71%.

SNL data show Seattle-based HomeStreet Inc., which has $2.85 billion in assets, saw its stock price struggle the most, with a year-to-date total return of negative 17.41%.

Coffey, who also covers HomeStreet in addition to a swath of top performers, said the slowdown of mortgage business and the refinancing boom happened earlier than the bank and he anticipated. Mortgage banking became a drag on earnings instead of an enhancement, and commercial banking provided less of a boost to earnings.

"It was more of a timing issue—they couldn't get the commercial bank to become more of a boom in advance of a decline in mortgage banking,” says Coffey. “Mortgage banking and commercial banking are just parts of their overall business model, and they're committed to both. It's just a matter of getting the commercial side to ramp up faster to offset expected declines in mortgage banking."

Home Street management also made several hires on the commercial side in 2013, inflating expenses, and it also announced two bank deals. However, Coffey believes the drag on shares should be attributed mainly to mortgage banking and the midyear talks about the tapering of quantitative easing.



ababj.com