United Community Banks | Stephens

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United Community Banks

$115.9 MILLION 02/13/2023 Financial Institutions Complete
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Transaction Details

  • On February 13, 2023, United Community Banks, Inc. (NASDAQGS:UCBI) (“United”) and First Miami Bancorp, Inc. (OTCEM:FMIA) (“First Miami”) jointly announced the signing of a definitive merger agreement pursuant to which United will acquire First Miami, and its wholly-owned subsidiary, First National Bank of South Miami (the “Merger”), in an all-stock transaction with an aggregate value of approximately $115.9 million based on United’s 10-day average closing stock price of $33.02 as of February 10, 2023
  • Under the terms of the merger agreement, First Miami shareholders will receive 40.2685 shares of United common stock for each share of First Miami common stock outstanding, which will result in First Miami shareholders owning 2.9% of the pro forma company
  • United announced that the Merger is expected to be ~3% accretive to United’s earnings per share in 2024 and the estimated transaction returns are consistent with United’s stated acquisition criteria pertaining to tangible book value and targeted internal rates of return
  • The Merger increases United’s deposits in Florida by 66% to $2.2B(1) (~10% of pro forma company deposits) and makes the Miami MSA United’s 4th largest pro forma MSA
  • The Merger is expected to be completed in Q3’23
Sources: Company Documents, S&P Global Market Intelligence and publicly available information.
  1. Deposit data as of December 31, 2022. UCBI standalone deposit data includes the recently completed acquisition of Progress Financial Corporation.
    2 Aggregate transaction multiples based on UBCI’s 10-day average closing stock price of $33.02 as of February 10, 2023. Deal metrics based on December 31, 2022 financial data.
    3 Based on consolidated tangible common equity of $113.3 million as of December 31, 2022 less $41.8 million (estimated as of December 31, 2022) resulting from the special dividend to First Miami shareholders prior to close from the net proceeds of the sale of certain investment securities held by First Miami.
    4 UCBI GAAP data and FMIA bank-level Call Report data as of or for the twelve months ended December 31, 2022. UCBI financial information excludes the recently completed acquisition of Progress Financial Corporation.

    Note: UCBI branch count includes eight loan production offices.

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