It's tough to be a hunter where there's little game.
Carlile Bancshares Inc., a Fort Worth group run by Texas banking titans, had high hopes it could lever an approved shelf charter to build an institution initially composed of failed banks. But a lack of supply in Texas, New Mexico, Colorado and Oklahoma has the equity-backed company starting to deploy its $328 million in capital on ailing banks.
This week, Carlile used an undisclosed amount of that capital to acquire Treaty Oak Bank, a $119 million-asset bank in Austin operating under a consent order.
"In Texas, there are not going to be a lot of bank failures, and if there are, it's going to be very competitive," said Dan Bass, a managing director at FBR Capital Markets & Co., who is working with Carlile on the deal. "Now, they [Carlile] have an actual bank to start building an infrastructure."
Equity-backed groups — NBH Holdings Corp. in Boston and Ford Financial Fund LP in Dallas are others — are increasingly seeking to recapitalize existing banks to get their efforts off the ground.
Carlile wasn't expecting things to turn out quite this way. Founded by veteran Texas bankers Tom C. Nichols and Don E. Cosby, the group had raised $50 million in capital and received regulatory approval to bid on failed banks in June 2009. (Carlile and Ford Financial are the only shelf charters based in Texas that have gotten such approval.)
"We've been looking for [failed] banks … this whole period," Cosby, Carlile's president, said in an interview. "But we haven't seen any candidates that meet our criteria."
There are two main reasons for that: Carlile has been seeking failures in states where there have been few, and also wanted a bank in the $500 million to $750 million asset range.
In its target market, Texas and Colorado have had no bank failures this year, while New Mexico has had two and Oklahoma has had just one.
The ailing-bank strategy is an adjustment for Carlile's leaders; they have received approval to bid on failed banks of up to $3.28 billion of assets. But they are hardly newcomers. Nichols and Cosby cut their teeth under Gerald J. Ford, who heads Ford Financial. Together, they built a Texas empire by acquiring banks and integrating several government-assisted deals during the savings and loan crisis.
In 1996, Nichols and Cosby formed State National Bancshares Inc. and its subsidiary, State National Bank in Lubbock.
The company acquired nine banks, went public and grew to more than $1.7 billion of assets before it was sold to BBVA SA in 2007.
Cosby said he does not expect to build banks as quickly as they had in the past.
"I don't think it is going to happen as fast," he said. "We've got a journey of a thousand miles that starts with a single step."
And it doesn't mean Carlile has stopped looking at failed banks, it's just going to take a little longer to find the right one — a route several other groups are taking.
In July, North American Financial Holdings Inc. in Charlotte showed that can happen, when it picked up three failed banks only after announcing a deal to recapitalize the struggling TIB Financial Corp. in Naples, Fla. That deal closed Thursday.
Analysts say deals for ailing banks show regulators that the buyers have untapped capital as well as an infrastructure they can leverage to acquire other banks.
Regulators like that, said Charles "Stormy" Greef, a partner at Hunton & Williams LLP in Dallas, who helped advise Carlile. "Most community banks don't have that amount of dry powder," he said.
Other groups are also interested in structured deals, when a healthy bank acquires and recapitalizes an ailing one.
"I haven't run into Carlile yet" in bidding, "but if it is not going to be them, it is likely to be someone else," said Manuel Mehos, chairman of the $667 million-asset Green Bank in Houston, which has private-equity group backing and is looking to buy.
"Texas is in need of consolidation so there's certainly room for the two of us."
Yet bankers and analysts agreed that while there are plenty of problem banks, if not outright failures, to go around, there are not as many of these institutions that are willing to sell.
"I've been calling every bank president in Texas that is small … some are open, and some don't want to sell in a market like this," Mehos said. "We have to be patient and turn over more rocks."