Accelerates Seacoast’s Successful Strategy of
Expanding its Presence in the Attractive South Florida Market
Seacoast Banking Corporation of Florida (NASDAQ: SBCF)
("Seacoast" or the "Company"), the holding company for Seacoast
National Bank, announced today the completion of its acquisition of
Professional Holding Corp. (“Professional”) (NASDAQ: PFHD), parent
company of Professional Bank, effective January 31, 2023. The
merger of Professional Bank with and into Seacoast National Bank
was also effective January 31, 2023, with Seacoast National Bank
being the surviving financial institution.
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Under the terms of the merger agreement, Professional
shareholders received 0.8909 shares of Seacoast common stock for
each share of Professional common stock held immediately prior to
the merger and Professional option holders received options to
purchase Seacoast common stock, with the number of shares
underlying each such option and the applicable exercise price
adjusted using the same 0.8909 exchange ratio.
Professional Bank, the sixth largest bank headquartered in South
Florida, had deposits of approximately $2.2 billion and loans of
approximately $2.1 billion as of December 31, 2022.
Charles M. Shaffer, Seacoast's Chairman and CEO, stated,
“Professional Bank will be a strong addition to Seacoast’s breadth
of offerings, accelerating our growth strategy and expanding our
presence in the attractive tri-county South Florida market. With
the combined scale, we will bring to market a larger balance sheet,
a greater digital product set and the banking team to become South
Florida’s most competitive community bank. We are excited to
welcome Professional’s employees and customers to the Seacoast
franchise."
Transaction Details
Piper Sandler & Co. served as financial advisor and Alston
& Bird LLP served as legal counsel to Seacoast. Stephens Inc.
served as financial advisor and The Gunster Law Firm served as
legal counsel to Professional.
About Seacoast Banking Corporation of Florida (NASDAQ:
SBCF)
Seacoast Banking Corporation of Florida is one of the largest
community banks headquartered in Florida with approximately $12.1
billion in assets and $10.0 billion in deposits as of December 31,
2022. Seacoast provides integrated financial services including
commercial and consumer banking, wealth management, and mortgage
services to customers at over 75 full-service branches across
Florida, and through advanced mobile and online banking solutions.
Seacoast National Bank is the wholly-owned subsidiary bank of
Seacoast Banking Corporation of Florida. For more information about
Seacoast, visit www.SeacoastBanking.com.
Cautionary Notice Regarding Forward-Looking
Statements
This press release contains "forward-looking statements" within
the meaning, and protections, of Section 27A of the Securities Act
of 1933 and Section 21E of the Securities Exchange Act of 1934,
including, without limitation, statements about future financial
and operating results, cost savings, enhanced revenues, economic
and seasonal conditions in our markets, and improvements to
reported earnings that may be realized from cost controls, tax law
changes, new initiatives and for integration of banks that we have
recently acquired, including Apollo Bancshares, Inc., Drummond
Banking Company and Professional Holding Corp. as well as
statements with respect to Seacoast's objectives, strategic plans,
expectations and intentions and other statements that are not
historical facts, any of which may be impacted by the COVID-19
pandemic and any variants thereof and related effects on the U.S.
economy. Actual results may differ from those set forth in the
forward-looking statements.
Forward-looking statements include statements with respect to
our beliefs, plans, objectives, goals, expectations, anticipations,
assumptions, estimates and intentions about future performance and
involve known and unknown risks, uncertainties and other factors,
which may be beyond our control, and which may cause the actual
results, performance or achievements of Seacoast to be materially
different from future results, performance or achievements
expressed or implied by such forward-looking statements. You should
not expect us to update any forward-looking statements.
All statements other than statements of historical fact could be
forward-looking statements. You can identify these forward-looking
statements through the use of words such as "may", "will",
"anticipate", "assume", "should", "support", "indicate", "would",
"believe", "contemplate", "expect", "estimate", "continue",
"further", "plan", "point to", "project", "could", "intend",
"target" or other similar words and expressions of the future.
These forward-looking statements may not be realized due to a
variety of factors, including, without limitation: the impact of
current and future economic and market conditions generally
(including seasonality) and in the financial services industry,
nationally and within Seacoast’s primary market areas, including
the effects of inflationary pressures, elevated interest rates,
slowdowns in economic growth, and the potential for high
unemployment rates, as well as the financial stress on borrowers
and changes to customer and client behavior (including the velocity
of loan repayment) and credit risk as a result of the foregoing;
governmental monetary and fiscal policies, including interest rate
policies of the Board of Governors of the Federal Reserve, as well
as legislative, tax and regulatory changes, including those that
impact the money supply and inflation; the risks of changes in
interest rates on the level and composition of deposits (as well as
the cost of, and competition for, deposits), loan demand, liquidity
and the values of loan collateral, securities, and interest rate
sensitive assets and liabilities; interest rate risks,
sensitivities and the shape of the yield curve; the adverse impact
of COVID-19 (economic and otherwise) on the Company and its
customers, counterparties, employees, and third-party service
providers, and the adverse impacts to our business, financial
position, results of operations and prospects; government or
regulatory responses to the COVID-19 pandemic; changes in
accounting policies, rules and practices, including the impact of
the adoption of the current expected credit losses (“CECL”)
methodology; uncertainty related to the impact of LIBOR
calculations on securities, loans and debt; changes in retail
distribution strategies, customer preferences and behavior
generally and as a result of economic factors; changes in the
availability and cost of credit and capital in the financial
markets; changes in the prices, values and sales volumes of
residential and commercial real estate; the Company’s concentration
in commercial real estate loans and in real estate collateral in
Florida; our ability to comply with any regulatory requirements;
the effects of problems encountered by other financial institutions
that adversely affect Seacoast or the banking industry;
inaccuracies or other failures from the use of models, including
the failure of assumptions and estimates, as well as differences
in, and changes to, economic, market and credit conditions; the
impact on the valuation of Seacoast’s investments due to market
volatility or counterparty payment risk, as well as the effect of a
fall in stock market prices on our fee income from our brokerage
and wealth management businesses; statutory and regulatory dividend
restrictions; increases in regulatory capital requirements for
banking organizations generally; the risks of mergers, acquisitions
and divestitures, including Seacoast’s ability to continue to
identify acquisition targets, successfully acquire and integrate
desirable financial institutions and realize expected revenues and
revenue synergies; changes in technology or products that may be
more difficult, costly, or less effective than anticipated; the
Company’s ability to identify and address increased cybersecurity
risks, including as a result of employees working remotely;
inability of Seacoast’s risk management framework to manage risks
associated with the Company’s business; dependence on key suppliers
or vendors to obtain equipment or services for the business on
acceptable terms, including the impact of supply chain disruptions;
reduction in or the termination of Seacoast’s ability to use the
online- or mobile-based platform that is critical to the Company’s
business growth strategy; the effects of war or other conflicts,
including the impacts related to or resulting from Russia’s
military action in Ukraine, acts of terrorism, natural disasters,
health emergencies, epidemics or pandemics, or other catastrophic
events that may affect general economic conditions; unexpected
outcomes of and the costs associated with, existing or new
litigation involving the Company, including as a result of the
Company’s participation in the Paycheck Protection Program (“PPP”);
Seacoast’s ability to maintain adequate internal controls over
financial reporting; potential claims, damages, penalties, fines
and reputational damage resulting from pending or future
litigation, regulatory proceedings and enforcement actions; the
risks that deferred tax assets could be reduced if estimates of
future taxable income from the Company’s operations and tax
planning strategies are less than currently estimated and sales of
capital stock could trigger a reduction in the amount of net
operating loss carryforwards that the Company may be able to
utilize for income tax purposes; the effects of competition from
other commercial banks, thrifts, mortgage banking firms, consumer
finance companies, credit unions, non-bank financial technology
providers, securities brokerage firms, insurance companies, money
market and other mutual funds and other financial institutions
operating in the Company’s market areas and elsewhere, including
institutions operating regionally, nationally and internationally,
together with such competitors offering banking products and
services by mail, telephone, computer and the Internet; the failure
of assumptions underlying the establishment of reserves for
possible credit losses.
The risks relating to the merger with Professional Holding Corp.
include, without limitation: the diversion of management's time on
issues related to the merger; unexpected transaction costs,
including the costs of integrating operations; the risks that the
businesses will not be integrated successfully or that such
integration may be more difficult, time-consuming or costly than
expected; the potential failure to fully or timely realize expected
revenues and revenue synergies, including as the result of revenues
following the mergers being lower than expected; the risk of
deposit and customer attrition; regulatory enforcement and
litigation risk; any changes in deposit mix; unexpected operating
and other costs, which may differ or change from expectations; the
risks of customer and employee loss and business disruptions,
including, without limitation, as the result of difficulties in
maintaining relationships with employees; increased competitive
pressures and solicitations of customers by competitors; as well as
the difficulties and risks inherent with entering new markets.
All written or oral forward-looking statements attributable to
us are expressly qualified in their entirety by this cautionary
notice, including, without limitation, those risks and
uncertainties described in the Company’s annual report on Form 10-K
for the year ended December 31, 2021 and quarterly reports on Form
10-Q for the quarters ended March 31, 2022, June 30, 2022, and
September 30, 2022 under "Special Cautionary Notice Regarding
Forward-Looking Statements" and "Risk Factors", and otherwise in
the Company’s SEC reports and filings. Such reports are available
upon request from the Company, or from the Securities and Exchange
Commission, including through the SEC's Internet website at
www.sec.gov.
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version on businesswire.com: https://www.businesswire.com/news/home/20230131006133/en/
Taylore Maxey taylore@sachsmedia.com (850)
702-9804
Professional (NASDAQ:PFHD)
과거 데이터 주식 차트
부터 10월(10) 2024 으로 11월(11) 2024
Professional (NASDAQ:PFHD)
과거 데이터 주식 차트
부터 11월(11) 2023 으로 11월(11) 2024