ATLANTA - Banks interested in expanding into Florida are under the gun to move fast because there's not much left to buy.
In the wake of Amsouth Bancorp.'s deal to acquire Fortune Bancorp, a $2.6 billion-asset thrift based in Clearwater, attention is tightly focused on Florida's nine remaining independent financial institutions with assets of $1 billion or more. Six of the acquisition candidates are thrifts.
Although some of the companies, particularly the thrifts, are still struggling with loan problems inherited from the late 1980s, analysts and other observers say their acquisition value steadily increases as the pool of targets shrinks.
Supply and Demand
"The law of supply and demand will accelerate the acquisition process in Florida," said T. Stephen Johnson, an Atlanta-based consultant who has helped some Alabama banks move into Florida recently. "Anybody who wishes to enter Florida this century is down to a very small number of targets."
Potential acquirers include superregionals that already operate in Florida. including First Union Corp.. NationsBank Corp., and Suntrust Banks Inc.
Three Alabama banks that recently moved into the Sunshine State also might be ripe for more - Amsouth, Southtrust Corp., and First Alabama Bankshares Inc.
Exemption for Thrifts
In addition, several major midwestern and northeastern banks that already own Florida thrifts have been making further inquiries into what is available in the deposit-rich state.
Out-of-region institutions are able to buy Florida thrifts because the Southeast Compact and state laws prohibiting purchases by outsiders do not apply to savings and loans.
Citicorp, Chase Manhattan Corp., and Cleveland's Society Corp. are interested in further expansion in Florida, according to a banking source who did not wish to be identified.
Other northeastern banks that want to follow "sunbirds" from their home base to their winter residences in Florida are Marine Midland Banks Inc. of Buffalo and Philadelphia-based Core-States Financial Corp., the source said.
The five banks declined comment.
Targets Can Call Shots
The power in Florida clearly lies in the hands of the targets, particularly those that are not publicly traded or that are majority, controlled by a single group of shareholders.
"The only ones that aren't vulnerable to a takeover are those where control is clearly in the hands of a family or directorship," said Benjamin C. Bishop Jr., a banking analyst at Allen C. Ewing & Co. in Jacksonville.
Florida's closely held companies are CSF Holdings Inc., Miami; BankAtlantic, Fort Lauderdale; Capital Bancorp, Miami; and Republic National Bank, also of Miami.
The publicly held institutions, which frequently make analysts' pick lists, are Jacksonville-based Barnett Banks Inc., Coral Gables Fedcorp, and Naples-based BancFlorida Financial Corp.
American Savings of Florida, a Miami thrift, and Home Savings in Hollywood are publicly traded but have an unusual ownership structure that offers some protection.
The destiny of American Savings is controlled by a bankruptcy trustee rather than its directors or management, while Home Savings is 61% owned by a mutual holding ccmpany.
Barnett, which at $37.3 billion of assets is Florida's largest bank, is in a category all its own. Although most analysts predict it will eventually surrender, they say Barnett's continuing earnings recovery will probably protect it for the next several years - at least until the advent of nationwide interstate banking.
Of the remaining eight institutions, analysts pick Coral Gables Fedcorp and BancFlorida as the most attractive franchises, albeit for different reasons.
Fat Capital Cushion
Coral Gables Fedcorp, with $2.6 billion in assets and 33 branches in southern and central Florida, boasts size and quality. It earned $7.6 million in the first six months of 1993, for a 1.14% return on assets and 9.21% return on equity.
The relatively low ROE reflects a balance sheet that is flush with capital. Coral Gables' 27.2% risk-based capital ratio far exceeds the 8% regulatory minimum.
"To me, the company stands head and shoulders above the others," said Timothy G. Rayl, an analyst at Southeast Research Partners in Boca Raton. "It's a squeaky clean company."
BancFlorida, which has $1.5 billion of assets, is enticing because it offers the last sizable branch network (26 offices) on Florida's west coast. But asset quality is a problem. The thrift is still struggling with bad loans, made by a previous management, which represent 7.6% of total assets.
"The only thing holding up somebody buying them is probably the current level of nonperforming assets," said Samuel J. Beebe, an analyst with Robert W. Baird & Co. in Tampa.
Company of the Year
CSF Holdings, with $4.7 billion in assets, enjoys a long history of profitability and sound management. The Miami thrift was voted "Florida Company of the Year" in 1990 by the deans of the business schools at the state's five leading universities.
Charles Stuzin, CSF's president and chief executive, has served since 1991 on the market oversight and financial services advisory committee of the Securities and Exchange Commission.
Mr. Stuzin is the key to CSF's future. His family controls 45% of the thrift company, and has not shown much inclination to sell.
"Right now, we're a company that's in it for the long haul," said Morton Trilling, the thrift's senior executive vice president.
Enhancing Book Value
Capital Bancorp, a $1.2 billion-asset commercial bank in Miami, is 70% controlled by the family of prominent Miami businessman Abel Holtz.
Mr. Holtz's son, Daniel, the president and chief operating officer of its Capital Bank subsidiary, said his family believes it will be able to attract a much higher buyout price at some point by building book value through retained earnings.
Capital earned $6.4 million, or $ 1.34 a share in the first six months, compared with $4.4 million, or 97 cents a share, in the year-ago period.
"To the extent that your earnings growth is pursuing a steep curve, you're better off waiting," the younger Mr. Holtz said.
|Make Me an Offer'
Alan B. Levan, chairman and chief executive of $1.3 billion-asset BankAtlantic, said he likes being independent, but added the standard target line: "If somebody were to make an offer to us, we would certainly consider it."
The Fort Lauderdale company's earnings have improved in recent years as a result of Mr. Levan's efforts to steer his customers from certificates of deposit to transaction accounts. But acquirers may be wary of BankAtlantic because of potential legal problems, analysts said.
Mr. Levan is embroiled in extensive and well-publicized litigation involving bonds issued by BFC Financial Corp., a holding company he controls that owns 78% of BankAtlantic.
BFC Financial is now selling 1.4 million shares of BankAtlantic in a secondary offering, suggesting to some observers that a near-term takeover is unlikely.
American Savings, a $3.1 billion-asset thrift, is another complicated situation. The Miami thrift is 49% owned by a bankruptcy trustee administering the estate of parent company Enstar Group Inc. of Montgomery, Ala. The rest of the shares are traded over the counter.
Deadline for Selling Stake
The trustee is required to sell its stake in American Savings by June 1, 1995, leading many analysts to predict a sale of the company before that date. Any party purchasing 49% of American Savings would likely want the rest, they said.
American Savings' most recent regulatory filing states that the company hired an investment banker in June to advise the board on its options.
Hollywood-based Home Savings, with $1 billion in assets, is profitable, but ranks low on most analysts' takeover lists because of its fuzzy ownership structure. The thrift sold 39% of its shares to the public last October, leaving the rest under the control of its mutually owned holding company.
"It is kind of an oddball arrangement," conceded president and chief executive Thomas M. Wohl. He, too, said that his board, on which he sits, "would look at any offer" and then act "in the interests of the bank and shareholders."
Republic National Bank, with $1.2 billion in assets, is profitable, but 100% owned by the Isaias family of Ecuador. As a long-time fixture of Miami's Latin community, Republic National is considered of minimal interest to non-latin companies.