By Lisa Kerner
Charlotte, N.C., May 22 - BancTrust Financial Group, Inc. and the Peoples BancTrust Co., Inc. signed a definitive agreement to merge to form the fifth-largest bank holding company based in Alabama, with almost $2.4 billion in assets and $2.0 billion in deposits.
The agreement calls for Peoples shareholders to receive total consideration of $25.50 per share of Peoples common stock, consisting of $6.375 in cash plus 0.9897 of a share of BancTrust common stock.
Based on the BancTrust 10-day average closing price of $19.33 on May 18, the transaction is valued at about $153.2 million.
The transaction, slated to close in 2007, is subject to BancTrust obtaining financing for the cash portion of the deal. However, the boards of both companies have unanimously approved the merger, with all individual directors agreeing to vote all of their respective shares in favor of the transaction.
The combined company will continue to operate under the BancTrust name and will be led by W. Bibb Lamar, Jr., president and chief executive officer of BancTrust Financial.
"We see clear opportunities for cost savings and earnings improvement that we expect to make this merger accretive to earnings per share in the first year following the consolidation of our subsidiary banks," Lamar said in a company news release.
"Both companies employ similar or complementary core computing systems, and combining them should enable us to achieve significant operating efficiencies. We plan to consolidate our subsidiary banks as soon as practicable in 2008."
BancTrust Financial, located in Mobile, Ala., is a bank holding company that has 21 offices in southern Alabama and 10 offices in northwest Florida.
Selma, Ala.-based Peoples BancTrust is the parent company of the Peoples Bank and Trust Co., which has 23 offices in Alabama.
| Acquirer: | BancTrust Financial Group, Inc.
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| Target: | Peoples BancTrust Co., Inc.
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| Price per share: | $25.50, consisting of $6.375 in cash plus 0.9897 of a BancTrust share Announcement date: | May 22
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| Expected closing: | 2007
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| Stock price for acquirer: | Nasdaq: BTFG: $18.95 on May 21
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| Stock price for target: | Nasdaq: PBTC: $22.90 on May 21
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