First Foundation in Dallas is acquiring TGR Financial in Naples, Florida, in a $295 million, all-stock deal that would give First Foundation its first operations in the Sunshine State.
The $2.3 billion-asset TGR is the holding company for the 13-year-old First Florida Integrity Bank. It operates seven branches in Naples and Tampa.
“This strategic acquisition provides First Foundation an excellent opportunity to expand into a highly desirable market,” First Foundation CEO Scott Kavanaugh said Thursday in a press release. “[It] highlights our desire to continue growing our business in markets with attractive demographic and economic trends and we are excited to have a regional presence spanning from coast to coast.”
The deal would create a $9.4 billion institution with a presence in California, Nevada, Hawaii and Texas, as well as Florida. Originally based in Irvine, California, First Foundation
“Because of its financial strength, profitable history, and with much of its growth still before it, First Foundation makes for an ideal partner for our clients, employees, and shareholders,” TGR Chairman and CEO Gary Tice said in the press release.
The deal is expected to close in the second half of 2021, after which Tice would join First Foundation’s board.
TGR shareholders are slated to receive 0.6068 First Foundation shares for each share of common stock or TGR Financial Series A nonvoting convertible preferred stock that they own. Cumulatively, TGR shareholders would own 20.2% of the combined company. The $295 million purchase price works out to 1.74 times TGR’s tangible book value.
Matthew Clark, who covers First Foundation for Piper Sandler, called the deal reasonable. “We are surprised First Foundation was able to compete for this franchise against other in-market players,” Clark wrote in a research note.
The TGR deal is First Foundation’s sixth M&A deal. Its last completed bank acquistion was of the $411 million-asset Community 1st Bancorp in Sacramento, California, in November 2017.
