BancWest Corporation Will Acquire Community First Bankshares, Inc.
16 März 2004 - 7:00AM
PR Newswire (US)
BancWest Corporation Will Acquire Community First Bankshares, Inc.
Community First National Bank Will Merge Into Bank of the West
HONOLULU, SAN FRANCISCO and FARGO, N.D., March 16
/PRNewswire-FirstCall/ -- BancWest Corporation announced today that
ithas signed a definitive agreement to acquire Community First
Bankshares, Inc. . BancWest will pay $32.25 for each Community
First share in a cash transaction valued at $1.2 billion. Community
First Bankshares is the parent company of Community First National
Bank, which operates 155 branches in 12 states in the Southwest,
Rocky Mountains, Great Plains and east to Minnesota, Iowa and
Wisconsin. As of December 31, 2003, Community First Bankshares had
total assets of $5.5 billion, deposits of $4.4 billion and loans of
$3.3 billion. In 2003, the company earned $75 million with an ROE
of 20.5%. BancWest is a bank holding company whose principal
subsidiaries are Bank of the West and First Hawaiian Bank. Since
2001, BancWest has been a wholly owned subsidiary of BNP Paribas.
Later this year, Community First branches will become part of Bank
of the West, adding 10 new states to Bank of the West's footprint.
Bank of the West presently has 296 branches in six Western states,
following a series of 13 successful acquisitions since 1990. The
acquisition expands BancWest's retail operations into the Midwest
and solidifies its position as one of the premier financial
services franchises in the Western United States. Following the
acquisition, BancWest will have $44 billion in assets and serve 3.4
million accounts through more than 500 branches in 17 states, Guam
and Saipan. "Community First has a philosophy of local
decision-making, supporting their communities and building
long-term client relationships -- a perfect match for Bank of the
West. Because there is virtually no geographic overlap in our
branch structures, this is a transaction that's about building, not
cutting," said Don J. McGrath, president of BancWest and chief
executive officer of Bank of the West. "Community First operates in
growing states that complement our existing footprint, and we will
also add to our market share in California and New Mexico."
"Although the sign on the door will change, Community First
customers will find the same familiar faces in their branches. And
they'll receive the same personal service that they're used to,
because that's also been a Bank of the West tradition for 130
years," said McGrath. "This is a union of two complementary and
compatible banks that makes sense both strategically and
financially. Community First's strength in SBA lending, indirect
auto lending, centralized processing and customer-oriented branches
fits Bank of the West perfectly. This transaction will give us
theopportunity to offer our brand of community banking and superior
customer service to a broader region of the United States," said
Walter A. Dods, Jr. Chairman and Chief Executive Officer of
BancWest. Mark A. Anderson, Community First President and Chief
Executive Officer, added: "This proposed merger represents a
compelling opportunity for Community First clients, shareholders,
and employees. Our customers will continue to enjoy the community
focus and personal relationships that have been synonymous with
Community First. Customers will also have access to a broader line
of consumer and commercial products and services. This transaction,
in our opinion, represents a good value for our shareholders. In
addition, our employees would benefit from being part of a larger,
growing organization. One of the shared values of Community First
and Bank of the West has been a long-standing commitment to the
communities in which they are located. We are pleased that this
tradition of community support will continue." The combined banks
will have strengthened offerings in: * Community banking: Both
offer decentralized decision-making and personal service to
individuals and small and medium-sized businesses. Both emphasize
customer service and cross-selling in branches, with centralized
backup operations. * Consumer finance, including loans for
automobiles, RVs and pleasure boats. * Small-business lending,
including SBA-guaranteed loans. * Church lending: Bank of the West
is the largest specialty lender to churches among American banks. *
Agribusiness banking: Bank of the West is already the
fourth-largest U.S. bank for agribusiness lending. * Residential
lending. * Insurance. The $1.2-billion purchase price is equivalent
to 16 times 2003 earnings and represents a 14% premium to the
average closing stock price of Community First over the past three
months. The boards of directors of BancWest Corporation and
Community First Bankshares have approved the transaction. The
transaction also has been approved by the board of BancWest's
parent, BNP Paribas. The merger requires approval from Community
First shareholders and federal and state banking regulators. Once
all regulatory approvals have been received, the merger is expected
to close during the third quarter of 2004, at which time Community
First branches will become part of Bank of the West. About
Community First Bankshares, Inc. Community First Bankshares, Inc.
is abank holding company that operates Community First National
Bank, which has 155 offices in 12 states -- Arizona, California,
Colorado, Iowa, Minnesota, Nebraska, New Mexico, North Dakota,
South Dakota, Utah, Wisconsin and Wyoming. The banking offices are
community banks that provide a full range of commercial and
consumer banking services primarily to businesses and individuals
in small and medium-sized communities and the surrounding market
areas. Community First also owns insurance agencies in 47
communities operated through Community First Insurance, Inc. About
Bank of the West Bank of the West (http://www.bankofthewest.com/)
has $29 billion in assets and 296 branches in California, Oregon,
New Mexico, Nevada, Washington state and Idaho. Founded in San Jose
in 1874 as Farmers National Gold Bank, Bank of the West is the
third-largest commercial bank headquartered in California. About
BancWest Corporation BancWest Corporation
(http://www.bancwestcorp.com/) is a bank holding company with
assets of $38.4 billion. It is headquartered in Honolulu, Hawaii,
with an administrative headquarters in San Francisco, California.
Besides Bank of the West, BancWest's other principal subsidiary is
First Hawaiian Bank (56 branches in Hawaii, two in Guam and one in
Saipan). BancWest is a wholly owned subsidiary of BNP Paribas. BNP
Paribas, headquartered in Paris, is the most profitable bank in the
Euro zone and among the 10 largest banks in the world based on
asset size. This release contains forward-looking statements,
including statements regarding anticipated timing of the
transaction and possible performance of the combined company after
the transaction is completed. Such statements reflect management's
best judgment as of this date, but they involve risks and
uncertainties that could cause actual results to differ materially
from those presented. Factors that could cause such differences
include, without limitation, (1) the possibility that regulatory
approvals may be delayed or denied or that burdensome conditions
may be imposed in connection with such approvals; (2) the
possibility of customer or employee attrition following this
transaction; (3) failure to fully realize expected cost savings
from the transaction; (4) lower than expected revenues following
the transaction; (5) problems or delays in bringing together the
two companies; (6) the possibility of adverse changes in global,
national or local economic or monetary conditions, (7) competition
and change in the financial services business, and (8) other
factors described in our recent filings with the Securities and
Exchange Commission. Those factors or others could result, for
example, in delay or termination of the transaction discussed
above. Readers should carefully consider those risks and
uncertainties in reading this release. Except as otherwise required
by law, BancWest and Community First Bankshares disclaim any
obligation to update any forward-looking statements included herein
to reflect future events or developments. In connection with the
proposed transaction, Community First will be filing proxy
statements and other materials with the Securities and Exchange
Commission. Investors are urged to read the proxy statement and
these materials when they are available because they contain
important information. Community First and its officers and
directors may be deemed to be participants in the solicitation of
proxies with respect to the proposed transaction matters.
Information regarding such individuals is included in Community
First's proxy statements and Annual Reports on Form 10-K previously
filed with the Securities and Exchange Commission, and in the proxy
statement relating to the merger when it becomes available.
Investors may obtain a free copy of the proxy statements and other
relevant documents when they become available as well as other
materials filed with the Securities and Exchange Commission
concerning Community First and these individuals at the Securities
and Exchange Commission's website at http://www.sec.gov/. These
materials and other documents may also be obtained for free from:
Community First Bankshares, Inc., 520 Main Avenue, Fargo, North
Dakota 58124, Attn: Investor Relations. DATASOURCE: BancWest
Corporation; Community First Bankshares, Inc. CONTACT: media &
analysts, Jeff Wilhoit, +1-312-640-6757, or Carol Renner,
+1-701-298-5709, both for Community First Bankshares, Inc.; or
Gerry Keir, +1-808-282-2768, John Stafford, +1-925-942-8370, or
Brandt Farias, +1-808-341-1477, all of BancWest Corporation Web
site: http://www.bankofthewest.com/ Web site:
http://www.bancwestcorp.com/
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