Capital Bank Increases Offer for Southern Community

Capital Bank Financial in Coral Gables, Fla., has upped the price it is paying for Southern Community Financial (SCMF) in Winston-Salem, N.C., by more than $3 million and will now pay all cash instead of a mix of cash and stock.

The $6.5 billion-asset Capital Bank announced in March that it would pay $2.88 per share for Southern Community and under the amended agreement it will now pay $3.11 per share, the $1.5 billion-asset Southern Community said in filing with the Securities and Exchange Commission Tuesday. The total deal price now works out to $52 million, compared to $48.4 million.

Capital had initially agreed to pay 60% of the deal in stock, but Southern Community said its shareholders would now receive all cash. Shareholders also may receive an additional $1.30 per share in cash based on the performance of Southern Community's loan portfolio over the five years after the deal closes, a stipulation that was part of the original agreement.
 
Southern Community's shares were up more than 13% on news of the amended agreement, to $3.03 midday Tuesday.
 
The deal, expected to close in the third quarter, would create an $8.1 billion-asset company with roughly 165 branches from southern Virginia to the Florida Keys. Capital is currently privately held but has filed a registration with the SEC to raise $300 million in a public offering.

The deal for Southern Community would be its seventh since the company was created in July 2010 for the purpose of acquiring distressed or underperforming banks.