OmniAmerican Heads Class of Ex-Mutuals Ripe for Takeover

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Happy third anniversary, OmniAmerican Bancorp. Inquiring M&A minds want to know: how do you plan to celebrate?

Monday marked three years since the $1.3 billion-asset OmniAmerican (OABC) in Fort Worth, Texas, converted from a mutual savings bank to a stock corporation. Regulations bar converted mutuals from selling themselves during their first three years, and speculation usually heats up as they approach that milestone.

Two dozen banks will reach the three-year mark this year; 2010 was a busy year for conversions as it became clear that the Dodd-Frank Act would eliminate the Office of Thrift Supervision, the regulator that oversaw such entities.

Like most things in Texas, the buzz around in OmniAmerican is big. Its stock price rose from $16 a share in January 2012 to more than $25 in the past week, with observers saying the increase is largely investors hopeful for a sale. That new height exceeds its book value of $17.91 per share at Sept. 30 and its $10 share price upon conversion in 2010.

"There is such a scarcity of available institutions with any sizable footprint," says Theodore Kovaleff, president of Informed Sources Service Group and an investor in OmniAmerican. "My guess is that they will fetch a very nice premium, and I would say to you that a lot of the speculation is already factored into the price."

To be clear, there is no specific rumor about OmniAmerican selling and rightfully so. Converted mutuals are barred from any kind of serious discussions before their third anniversary.

Randi Mitchell, a senior vice president of marketing for OmniAmerican, said the company could not discuss potential deals.

"Banks in Texas are always considered attractive targets because of the state's robust performance throughout the economic downturn and its quick rebound," she said in an email. "OmniAmerican Bank has a strong strategic plan for organic growth."

Stock prices have soared at other banks that will cross the threshold in the first half of 2013, like Athens Bancshares (AFCB), OBA Financial Services (OBAF), Fairmount Bancorp (FMTB) and Oritani Financial (ORIT).

Investors hopes have a solid foundation. Roughly three-fourths of the 670 conversions between 1990 and 2009 have been sold, and the average time was 4.16 years after their standard or second-step conversion, data from FJ Capital Management show. Abington Bancorp (2011) and Beacon Federal Bancorp (2012) announced their plans to sell roughly five years after their conversion. Danvers Bancorp announced it would sell two weeks after it hit its third anniversary in 2011.

Regardless of the final decision, the third anniversary is a good time to assess the company and its prospects if it decides to stay independent, says Kip Weissman, a partner at Luse Gorman Pomerenk & Schick.

"It is an obvious time to take a moment to evaluate the overall environment and the bank's ability to remain competitive and generate stockholder value," Weissman says. "The third anniversary is a red letter day - the bank, its stockholders and interested third parties all circle that date as soon as the conversion closes. But that doesn't necessarily mean it will sell after three years."

There are several other reasons for the speculation about OmniAmerican. The converted mutual, which began its life as a credit union, is struggling slightly with things like the cost of its interest-bearing deposits and its ability to grow loans. It has a 15-branch network in Fort Worth that several sources described as attractive. And Texas has been one of the busiest markets for mergers and acquisitions, which adds to the allure.

"I do know that they don't have the earnings that they should have," says Daniel Bass, a managing director at Performance Trust Capital Partners. "I would assume they are getting talked to, [and] they have such a good footprint in Fort Worth from a buyer's perspective."

Brady Gailey, an analyst at KBW Inc., wrote in a note in October following the company's third-quarter earnings release that he believes a "sale of the company is likely in the near term." He is expecting the company to sell at $28 per share, or 1.55% of tangible book. It reported third-quarter earnings of 22 cents per share, well above the analysts' consensus of eight cents.

OmniAmerican is scheduled to issue fourth-quarter results on Feb. 28.

Activist shareholders are also often a source in driving converted mutuals to sell. Joseph Stilwell, a noted activist, has been talking about a sale of Harvard Illinois Bancorp since early 2012 though the company will not reach its third anniversary until April.

OmniAmerican has at least one activist among its shareholders: Warren Mackey. Mackey holds a 4.99% stake but describes himself as a "constructive activist," not a "hostile" one. He said in an interview on Tuesday he isn't pushing for a sale, though his regulatory filings say he wants to make sure the company is enhancing shareholder value.

"Shareholders should be happy. They do most of the right things and haven't done anything stupid and the stock has done extraordinarily well," Mackey says. "I've never initiated a conversation with them on M&A. …They have a great board of directors and senior management, and I think they will do the right thing for shareholders."

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