HomeTrust Bancshares, Inc. (“HomeTrust”) (NASDAQ: HTBI) and BankGreenville Financial Corporation (“BankGreenville”) (OTCQB: BGVF) jointly announced today the signing of a definitive agreement under which HomeTrust will acquire BankGreenville. Upon the completion of the transaction, the combined company will have approximately $1.7 billion in assets.
“We are excited to expand our franchise into the upstate South Carolina market and to partner with such a quality community bank,” said Dana Stonestreet, President and Chief Operating Officer of HomeTrust. “With our strong capital base and historical success in partnership growth, we are well-positioned to forge additional community bank strategic partnerships across the Carolinas.”
Russel Williams, President and Chief Executive Officer of BankGreenville commented, “This merger is a combination of two companies with very similar philosophies, cultures and core values. I look forward to serving as the Greenville Market President for HomeTrust and continuing to serve our clients with additional products and services. With strong capital support, we will now be able to grow and expand with the ability to make larger loans and finance economic growth in Greenville County.”
Established in 2005, BankGreenville has over $110 million in assets and operates a full service banking facility out of their headquarters in Greenville, SC.
“There has never been a more compelling time for community banks to join forces to achieve sustainability for the future of hometown banking. Our long term vision is to pursue strategic combinations with other community banks, executed with discipline and rigor to create value for our customers, employees, the communities we serve and our shareholders,” said F. Ed Broadwell, Chief Executive Officer and Chairman of HomeTrust.
The merger agreement has been unanimously approved by the boards of directors of both companies. The transaction is anticipated to close in the third quarter of 2013, subject to customary closing conditions, including regulatory approvals and BankGreenville shareholder approval.
Under the terms of the agreement, BankGreenville shareholders will receive $6.60 per share in cash consideration. This represents approximately $7.8 million of aggregate deal consideration. Additional contingent cash consideration of up to $0.78 per share (or approximately $0.9 million) may be realized at the expiration of twenty four months following the closing of this transaction. The contingent consideration is based on the performance of a select pool of loans totaling approximately $8.0 million.
HomeTrust anticipates this transaction will be accretive to earnings (before merger costs) in the first year of combined operations and accretive to tangible book value in approximately 2.5 years.
HomeTrust Bancshares, Inc. was advised in the transaction by Keefe, Bruyette and Woods as financial advisor and Silver, Freedman & Taff, LLP as legal counsel. BankGreenville was advised by Banks Street Partners, LLC as financial advisor and Nelson Mullins Riley & Scarborough LLP as legal counsel.
About HomeTrust Bancshares, Inc.
On July 10, 2012, HomeTrust Bancshares, Inc. became the holding company for HomeTrust Bank (the “Bank”) in connection with the completion of the Bank’s conversion from the mutual to the stock form of organization and HomeTrust’s related public stock offering. In the offering, HomeTrust sold 21,160,000 shares of common stock at a price of $10.00, for gross offering proceeds of $211.6 million. HomeTrust’s common stock began trading on the Nasdaq Global Market on July 11, 2012, under the symbol “HTBI”.
HomeTrust Bank, including its banking divisions – HomeTrust Bank, Tryon Federal Bank, Shelby Savings Bank, Home Savings Bank, Industrial Federal Bank, Cherryville Federal Bank and Rutherford County Bank, is a community-oriented financial institution with $1.60 billion in assets and total tangible capital of $372.1 million or 23.3% of total assets as of March 31, 2013. The Bank offers traditional financial services within its local communities through its 20 full service offices in Western North Carolina, including the Asheville metropolitan area, and the “Piedmont” region of North Carolina. The Bank is the 12th largest bank headquartered in North Carolina.
About BankGreenville Financial Corporation
BankGreenville Financial Corporation is a South Carolina corporation which operates as the holding company for BankGreenville, a state chartered banking institution headquartered in Greenville, SC. Since inception in 2005, BankGreenville has provided banking products and services including commercial, consumer and mortgage loans to individuals, small- to medium-sized businesses, and professionals in the Greenville County area. At March 31, 2013, BankGreenville had consolidated assets of $111.2 million, deposits of $92.9 million and stockholders’ equity of $10.5 million.