Investors Sweeten U.S. Century Recapitalization Offer

By Chris Cumming August 28, 2013, 10:13 a.m. EDT 2 Min Read

M&A

Judge Rejects Calls for U.S. Century to Consider Rival Buyout Offer

U.S. Century in Florida, one of the largest undercapitalized banks in the U.S., is trying to sell a controlling interest to an investment group. But shareholders who have sued the bank favor another group's buyout offer, and they tried to get the judge to force the bank to reconsider.

By Chris Cumming

August 14
Community banking

U.S. Century Delays $50M Recapitalization

U.S. Century Bank in Doral, Fla., has postponed a shareholder vote on a $50 million capital injection.

By Chris Cumming

July 26
Community banking

U.S. Century Investors Reshuffled

U.S. Century Bank in Doral, Fla., has gained a pair of new investors and lost two others in the latest chapter of the struggling bank's $50 million recapitalization plan.

By Sarah Todd

August 26
M&A

C1 Bank, U.S. Century Call Off Merger

Unable to seal their deal, C1 Bank and U.S. Century have instead struck a new agreement that would still give C1 a foothold in the Miami area.

By Jackie Stewart

December 28

The investor group that plans to recapitalize U.S. Century Bank in Doral, Fla., has reportedly revised its offer to give a larger stake to preexisting shareholders.

The group, led by Miami real estate investors James Tate and Sergio Rok, has offered to pay $50 million for a 75% stake in the troubled bank, leaving legacy shareholders with 25%, the South Florida Business Journal reported Tuesday. Under the previous offer, the investor group would have received an 82.5% stake for the same investment.

Terms of the repurchase of U.S. Century's Troubled Asset Relief Program shares would not change under the new offer. The investor group has negotiated with the Treasury Department to buy back the bank's $50.2 million in outstanding Tarp debt at an 87% discount, a lawyer who saw the offering documents told American Banker earlier this month. The group would also receive the full $50.2 million previously owed to the Treasury if the bank is sold in the future, according to the Business Journal.

The recapitalization plan also stipulates that U.S. Century sell roughly $95 million of nonperforming loans to unidentified third parties.

U.S. Century shareholders and regulators must approve the new offer. The bank has asked legacy shareholders if they want to invest up to $10 million in the recapitalization, according to the Business Journal, which obtained a copy of the offering documents. The legacy investors have until Sept. 4 to respond.

Some U.S. Century shareholders have objected to the investor group's offer and have urged the bank to seek other buyers. In mid-August, a Florida judge rejected a request from U.S. Century's shareholders that would have forced management to consider a rival buyout offer from BHK Associates, a Los Angeles investor group. The lawsuit claimed that the Florida group's offer, which bank management agreed to this spring, included a $4 million breakup fee that barred the bank from considering other buyouts. The shareholder lawsuit, which was filed last November, also alleged that the bank's management misused Tarp funds and violated their fiduciary duties to their shareholders.

The Florida investor group, which is made up largely of local Miami businesspeople, was reshuffled earlier this week, with two investors replacing Miami Dolphins owner Stephen Ross and Paul Cejas, a former ambassador to Belgium.

The $949 million-asset U.S. Century is among the largest undercapitalized banks in the country, with a Tier 1 leverage ratio of 5.14% and total risk-based capital of 7.14% as of June 30.

C1 Bank in St. Petersburg, Fla., agreed last year to buy the bank, but the companies terminated the deal in December, after negotiations with the Treasury hit a snag.

Chris Cumming