Customers Bancorp to Acquire CMS Bancorp in N.Y. for $20M

Customers Bancorp (CUUU) in Wyomissing, Pa., struck its second deal in recent months with an agreement to buy CMS Bancorp (CMSB) in White Plains, N.Y., for $20.8 million.

The deal would add five branches to the one branch that the $2.2 billion-asset Customers currently has in Westchester County, N.Y. Customers would also pick up roughly $185 million of loans and $208 million of deposits from the $247 million-asset CMS.

"We are pleased to enhance our New York franchise and we believe that these transactions will allow Customers Bank to better serve small to medium-sized businesses, professionals, multifamily projects, commercial real estate projects, individuals and families in the communities in Westchester County using our Concierge banking, 'high touch supported with high-tech' model," Jay Sidhu, chairman and chief executive of Customers, said in a news release.

The deal is expected to close in the first half of 2013 after Customers completes its acquisition of Acacia Savings Bank. Customers said in June that it would acquire the $1 billion-asset Acacia in Falls Church, Va., from Ameritas Mutual Holding for $65 million in stock.

After the CMS deal closes, Customers would look to gradually expand in the New York market primarily through organic growth, Sidhu said. The acquisition is expected to be mildly accretive to Customers' capital, earnings and book value per share within the first six months after closing.

Under the agreement, CMS shareholders would receive shares of Customers voting common stock based on an exchange ratio to be determined at closing. CMS stock would be valued at 95% of its common stockholders' equity as of the month end prior to the closing. Customers stock would be valued at 125% of its modified stockholder equity as of the month end prior to closing.

Modified stockholders' equity is defined as June 30 book value plus additions to retained earnings through the month end prior to closing. Shares issued by Customers in capital raises and purchase accounting adjustments from other acquisitions would not be included in calculating the modified stockholders' equity.

For example, based on the March 31 book value per share of CMS at $11.75 and the June 30 modified stockholders' equity of Customers of $13.99, the exchange ratio would be O.6383.

Sandler O'Neill & Partners gave financial advice to CMS on the deal, and Paul Hastings gave the seller legal advice. Stradley Ronon Stevens & Young was legal counsel to Customers.

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