For Robert Clements, M&A giveth what an IPO taketh away — his credibility with Wall Street.
Investors embraced EverBank Financial's (EVER) $2.5 billion deal for GE Capital's business lending arm, two months after giving the cold shoulder to the Jacksonville, Fla., bank's initial public offering.
The all-cash deal that Clements — EverBank's chairman and CEO for 15 years — announced Monday casts in a new light his decision in May to barrel through with a $200 million initial public offering that raised considerably less than initially sought.
What seemed a blunder now looks like a smart move as Clements obtained the money he needed to complete a deal he apparently had in the works, says Peyton Green, a regional banking analyst with Sterne Agee.
"It makes perfect strategic sense, and it also comes with very good financial characteristics," Green says of the GE Capital deal. "They are paying a small premium for the portfolio and picking up very good returns. They've leveraged all the capital that they raised two months ago with this deal."
Investors who bought into the company at book value — or $10 per share — in the IPO stand to benefit. EverBank had first sought to price the offering at $13 to $14 per share. The $13.8 billion-asset company's shares rose 4.4%, to $11.35, on Monday, outperforming a small rally in financial stocks.
EverBank said it paid a $70.5 million premium for the $2.4 billion of loans as well as an origination and servicing platform and servicing rights on $3.1 billion in securitized business loans.
Clements and other executives described the deal as a low-risk move that puts its cash to work, eases its reliance on home lending and should add to profits immediately upon its scheduled closing in the fourth quarter.
It is "an attractive lending business led by an experienced management team," Clements said in a conference call with analysts and investors Monday.
EverBank negotiated with GE Capital for more than a year for its Business Property Lending arm, he said. The division has 14 offices around the country that make real estate-secured loans to small and midsize businesses.
It originates $500 million to $1 billion in loans per year. Its average loan is $2.6 million, and about 61% of its credits are to commercial borrowers who own their place of business. Its loan portfolio includes credits secured against office buildings, industrial facilities, warehouses, retail outlets and other properties.
The deal "meaningfully diversifies our loan portfolio and earnings mix," Blake Wilson, EverBank's president and chief operating officer, said on the call. "The economics of the transaction are attractive."
It should boost by 1% returns on equity and create a "low-double-digit" percentage increase to earnings per share, he said.
It also complements EverBank's efforts earlier in the year to evolve into more than just a simple home lender. In May, it launched a wealth management business that caters to wealthy people, and in April it closed the purchase of MetLife's (MET) warehouse finance division.
EverBank's ratio of residential loans to total loans should decline to about 63% from a current 79%, the company said.
The GE Capital unit has sterling credit: All $2.44 billion loans EverBank is to acquire are performing. The division's cumulative lifetime loss rate has been a scant 1.51%. That mitigates the risks that come from expanding into a new business line. EverBank has a history of integrating diverse acquisitions. It is no stranger to the commercial property business, but it scaled back its involvement in the market about six years ago as stiffening competition led to lower rates and increased risk.
The loan mark would basically be a wash. EverBank expects to book a loan markdown of 3.4%, or $80 million, that is to be offset by a 3.8% markup, or $90 million, tied to interest rates.
The deal should improve EverBank's balance sheet in a number of ways. Loans would increase 27% to $12.5 billion, and tangible equity would increase 20%, to $1.2 billion. Its ratio of net loans to deposits would increase to 116% from a reported 93% at March 31.