Atlantic Capital Bancshares Completes Acquisition of First Security Group
Staff Report From Metro Atlanta CEO
Tuesday, November 3rd, 2015
Atlantic Capital Bancshares, Inc. announced today the successful completion of its acquisition of First Security Group, Inc.. The transaction was unanimously approved by the boards of directors of each company earlier this year, and was approved by the shareholders of each company on October 21, 2015. After application of the election and allocation procedures under the merger agreement, First Security shareholders will receive merger consideration, in the aggregate, consisting of approximately $47.1 million in cash and 8,790,000 shares of Atlantic Capital common stock.
Atlantic Capital’s common stock began trading on NASDAQ this morning under the ticker symbol “ACBI.” Immediately following the merger of the holding companies, Atlantic Capital Bank, the bank subsidiary of Atlantic Capital, merged with and into FSGBank, N.A., the bank subsidiary of First Security, which changed its name to Atlantic Capital Bank, National Association. Atlantic Capital will be based in Atlanta with Atlantic Capital Bank, National Association maintaining corporate offices in Atlanta and Chattanooga.
In conjunction with the merger, Atlantic Capital also completed a $25.0 million private placement of Atlantic Capital common stock, at $12.60 per share, to Trident IV, L.P. and Trident IV Professionals Fund, L.P., investment funds managed by Stone Point Capital LLC. The net proceeds of the private placement, combined with holding company cash, including the proceeds of the private placement of subordinated debt securities that was completed on September 28, 2015, will be used fund the cash portion of the merger consideration.
“The merger of Atlantic Capital and First Security creates a premier southeast regional corporate, business and private bank competitively positioned in three attractive metropolitan markets – Atlanta, Chattanooga and Knoxville. We believe our shareholders, clients and communities will realize substantial value from the combination of these two talented teams,” said Douglas L. Williams, Chief Executive Officer.
“From the initial conception of this combination, we recognized that the strengths of each bank were and are complimentary to the other. The enhanced products and increased capacity of the combined company will build on the existing commitment to care for and serve our clients and communities. The result should be a client experience that exceeds all expectations,” stated D. Michael Kramer, President and Chief Operating Officer.
Atlantic Capital was advised by the investment banking firm of Macquarie Capital and the law firm of Womble Carlyle Sandridge & Rice, LLP. First Security was advised by the investment banking firm of Sandler O’Neill + Partners, L.P. and the law firm of Bryan Cave LLP.