TGR Financial in Naples, Fla., has agreed to buy Shamrock Bank of Florida.

TGR plans to pay for Shamrock in two phases, the companies announced Tuesday. In the first, Shamrock investors would receive 0.59 shares of First National for each of their shares, an exchange that values Shamrock shares at $3.10 apiece. The second stage would be a payment that is contingent on certain events taking place within a year after the deal closes. The total value of the acquisition, and the events that would trigger the second payment, were not disclosed.

Shamrock, which is also based in Naples, has assets of $101 million and deposits of $89.8 million. TGR's bank, the First National Bank of the Gulf Coast, has $669 million of assets.

"We believe the transaction represents a strategic and financially attractive combination for both companies' shareholders with additional earnings accretion and accelerated profitability," Gary Tice, the chairman and chief executive of First National Bank, said in a news release. "In today's economic and regulatory environment, we believe that creating additional scale is the significant driver of future profitability and shareholder return."

Adding Shamrock's two branches would give TGR six offices in Collier County. The combined banks would hold 5.3% of deposits in the county. TGR also has applied with the Office of the Comptroller of the Currency to open its first branch outside the county, in Tampa, it said.

First National Bank's shareholders created the holding company TGR Financial last year, hoping to buy smaller lenders. It also bought the failed Royal Palm Bank of Florida in Naples last year.

SunTrust Robinson Humphrey advised TGR on the Shamrock agreement, and Monroe Financial Partners provided Shamrock with a fairness opinion.

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