and CHARLESTON, S.C.,
Feb. 22, 2013
Shareholder rights attorneys
at Robbins Arroyo LLP are investigating the acquisition of First Financial Holdings, Inc. (NASDAQ: FFCH) by SCBT Financial Corporation (NASDAQ: SCBT). On
February 20, 2013
, the two companies jointly announced the signing of a definitive merger agreement whereby shareholders of First Financial will receive 0.4237 shares of SCBT common stock for each share of First Financial common stock, which equates to
per share based on SCBT's closing price of
, 2013. The transaction has been unanimously approved by the board of directors at both companies and is expected to close in the third quarter 2013.
First Financial Shareholders Might Not Receive Maximum Value for Their Stock
Robbins Arroyo LLP's investigation focuses on whether the board of directors at First Financial is undertaking a fair process to obtain maximum value and adequately compensate its shareholders in the merger or whether they are seeking to benefit themselves.
Under the terms of the agreement, SCBT will add five First Financial board members to the combined company's board. R.
, president and Chief Executive Officer of First Financial, will be named president of SCBT, and
Paula Harper Bethea
, the current chair of First Financial, will assume the role of vice chair of the board.
Is the Acquisition Best for First Financial and Its Shareholders?
Further, First Financial released its fourth quarter 2012 earnings on
January 24, 2013
, reflecting profits compared to net losses for 2011. In sum,
R. Wayne Hall
stated "We have made consistent progress over the year to grow fee income, leverage our mortgage banking team, and expand our net interest margin.... We are pleased with the earnings momentum we are building and the potential to improve performance and enhance shareholder value."
Given these facts, the firm is examining the board of directors' decision to sell First Financial now rather than allow shareholders to continue to participate in the company's continued success and future growth prospects.