Bank of the Ozarks (OZRK) in Little Rock, Ark., is encouraging shareholders to support its proposal to more than double its authorized common stock.
The $5 billion-asset company wants to increase the amount of authorized common stock to 125 million shares from 50 million shares. The aggressive acquirer noted in a regulatory filing that it only has 13 million shares of authorized stock left.
Bank of the Ozarks said it wants to have more stock at its disposal for potential acquisitions, stock dividends and stock splits. The filing, for instance, noted that the company lacks the necessary amount of common stock to conduct a 2-for-1 stock split.
The company has pursued numerous acquisitions in recent years. In January, it agreed to buy Summit Bancorp in Arkadelphia, Ark., for $216 million in stock.
"We continue to be active in identifying and analyzing traditional M&A opportunities," the filing said. "As we have previously disclosed, we remain optimistic about our prospects for one or more additional live bank acquisitions in 2014, which we expect would involve the issuance of additional shares of common stock."
The filing also noted that having more authorized stock would allow the board to play defense if another entity tried to gain control of the company. "It is not presently contemplated that any of the remaining shares of common stock would be issued for the purpose of making the acquisition by an unwanted suitor of a controlling interest in the company more difficult," the filing noted.
Bank of the Ozarks is also asking shareholder to approve a measure that would increase the maximum size of its board from 15 directors to 20. "The board believes the proposed increase is advisable in order to provide the board with greater flexibility when evaluating potential candidates," the filing said.
Shareholders will vote on these proposals at Bank of the Ozarks' annual meeting on May 19.