Combined Louisville MSA Footprint (Graphic: Business Wire)
ABOUT S.Y. BANCORP
Louisville, Kentucky-based S.Y. Bancorp, Inc., with more than $2.10 billion in assets, was incorporated in 1988 as a bank holding company. It is the parent company of Stock Yards Bank & Trust Company (click for Bank logo), which was established in 1904. The Company's common shares trade on the NASDAQ Global Select Market under the symbol SYBT. The trust preferred securities of S.Y. Bancorp Capital Trust II also trade on the NASDAQ Global Select Market under the symbol SYBTP.
ABOUT THE BANCORP
The Bancorp, Inc., headquartered in La Grange, Kentucky, is the holding company for THE BANK - Oldham County, Inc. (click for Bank logo), which provides a full range of commercial and consumer banking services from four banking offices located in La Grange, Louisville, Crestwood and Prospect.
FORWARD-LOOKING STATEMENTS This report contains forward-looking statements under the Private Securities Litigation Reform Act of 1995 regarding S.Y. Bancorp, Bancorp, and the proposed business combination transaction between S.Y. Bancorp and Bancorp. These forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those expressed in, or implied by, the forward-looking statements. Words such as "anticipate," "believe," "could," "estimate," "expect," "may," "plan," "will," "would" and other similar expressions are intended to identify these forward-looking statements. Such risks and uncertainties include, but are not limited to, the following: the risk that the expected cost savings, synergies and other financial benefits from the proposed acquisition might not be realized within the expected time frame or at all; the ability to promptly and effectively integrate the business of Bancorp into that of S.Y. Bancorp; the possibility that the merger does not close when expected or at all because required regulatory, shareholder or other approvals and other conditions to closing are not received or satisfied on a timely basis or at all; and the reaction of customers and employees to the proposed transaction. For more information, see the risk factors described in S.Y. Bancorp's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other filings with the SEC. Forward-looking statements speak only as of the date they are made and S.Y. Bancorp and its affiliates assume no duty to update forward looking statements to reflect events or circumstances that occur after the date on which such statements were made.| Acquisition of The Bancorp, Inc. by S.Y. Bancorp (NASDAQ: SYBT) Holding Company for Stock Yards Bank & Trust | ||||||||||
| Contacts | Investors | Media | ||||||||
| Nancy Davis | Neil Lancaster | |||||||||
| Executive Vice President and | Director of Sales and Service | |||||||||
| Chief Financial Officer | Stock Yards Bank & Trust | |||||||||
| S.Y. Bancorp | (502) 625-2556 | |||||||||
| (502) 625-9176 | ||||||||||
| Key Management | ||||||||||
| S.Y. Bancorp | David Heintzman | |||||||||
| Chairman and | Ja Hillebrand | |||||||||
| Chief Executive Officer | President | |||||||||
| The Bancorp, Inc. | R. Alex Rankin | Stephen Norton | ||||||||
| Chairman | President and | |||||||||
| Chief Executive Officer | ||||||||||
| Transaction Summary | |||
| Aggregate Purchase Price | $19.882 million, including cash out of in-the-money options, based upon SYBT closing price on December 18, 2012. | ||
| Purchase price | $464.52 per Bancorp share, subject to adjustment. | ||
| Shares outstanding | 41,933. | ||
| Fixed Exchange Ratio | 12.7557 shares of SYBT for each share of Bancorp. | ||
| Accretion | Immediate excluding transaction costs. | ||
| Consideration | 60% stock, 40% cash. | ||
| Termination fee | Up to $750,000 in certain events. | ||
| Price to tangible book | 103%. | ||
| Core deposit premium | 0.5%. | ||
| Projected cost savings | $2.1 million annually, with approximately 60% realized in 2013. | ||
| Estimated transaction costs | Approximately $1.8 million after tax. | ||
| Approvals | Regulatory and shareholders of Bancorp. | ||
| Anticipated closing | Early second quarter 2013. |
| General Information | ||||||
| SYBT | The Bancorp | Pro Forma (2) | ||||
| Total branches | 31 | 4 | 35 | |||
| Louisville MSA branches | 25 | 4 | 29 | |||
| Total assets (1) | $2.103 billion | $137.4 million | $2.240 billion | |||
| Louisville MSA assets (1) | $1.840 billion | $139.2 million | $1.979 billion | |||
| Gross loans (1) | $1.578 billion | $46.8 million | $1.625 billion | |||
| Deposits (1) | $1.690 billion | $114.9 million | $1.805 billion | |||
| Equity (1) | $201 million | $19.4 million | $220.4 million | |||
| (1) Financial data as of September 30, 2012. | ||||||
| (2) Financial data does not reflect potential purchase accounting adjustments. | ||||||
Select the service that is right for you!
COMPARE ALL SERVICESAction Alerts PLUS
TRY IT FREEJim Cramer and Stephanie Link actively manage a real portfolio and reveal their money management tactics while giving advanced notice before every trade.
Product Features:
- $2.5+ million portfolio
- Large-cap and dividend focus
- Intraday trade alerts from Cramer
- Weekly roundups
TheStreet Quant Ratings
TRY IT FREENew! $49.95/yr
Access the tool that DOMINATES the Russell 2000 and the S&P 500.
Product Features:
- Buy, hold, or sell recommendations for over 4,300 stocks
- Unlimited research reports on your favorite stocks
- A custom stock screener
- Upgrade/downgrade alerts
Stocks Under $10
TRY IT FREEDavid Peltier, uncovers low dollar stocks with extraordinary upside potential that are flying under Wall Street's radar.
Product Features:
- Model portfolio
- Stocks trading below $10
- Intraday trade alerts
- Weekly roundups
Dividend Stock Advisor
TRY IT FREEJim Cramer's protege, David Peltier, identifies the best of breed dividend stocks that will pay a reliable AND significant income stream.
Product Features:
- Diversified model portfolio of dividend stocks
- Alerts when market news affect the portfolio
- Bi-weekly updates with exact steps to take - BUY, HOLD, SELL
Real Money Pro
TRY IT FREEAll of Real Money, plus 15 more of Wall Street's sharpest minds delivering actionable trading ideas, a comprehensive look at the market, and fundamental and technical analysis.
Product Features:
- Real Money + Doug Kass + 15 more Wall Street Pros
- Intraday commentary & news
- Ultra-actionable trading ideas
Options Profits
TRY IT FREEOur options trading pros provide daily market commentary and over 100 monthly option trading ideas and strategies to help you become a well-seasoned trader.
Product Features:
- 100+ monthly options trading ideas
- Actionable options commentary & news
- Real-time trading community
- Options TV
