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Bank holding firm files papers for IPO

Led by former Bank of America executives, company specializes in buying up troubled banks in Southeast.

By Rick Rothacker
rrothacker@charlotteobserver.com

More Information

  • So far this year, 76 companies have held initial public offerings, compared with 154 in 2010 and 63 in 2009, according to Renaissance Capital, a Connecticut-based IPO research firm. The total return has been 5.2 percent from the initial IPO price, down from a 25 percent return in 2010.

    Financial firms have accounted for eight of the IPOs in 2011, behind technology (29), health care (11) and energy companies (11), according to Renaissance.



Since last summer, former Bank of America executives Gene Taylor and Chris Marshall have been buying up troubled banks around the Southeast. Now they're looking to turn their venture into a publicly traded company and raise money for even more deals.

On Friday, their bank holding company - North American Financial Holdings - filed paperwork that could lead to an initial public offering that raises up to $300 million or possibly more. The move puts the pair at the forefront of a pack of bankers looking to capitalize on the financial industry's woes.

Firms such as NAFH "are looking to pick up the gems from the ashes of the financial industry's collapse," said John Fitzgibbon, founder of IPOScoop.com.

The filing comes after a flurry of high-profile initial public offerings, or IPOs, by companies such as networking website LinkedIn and Internet radio company Pandora Media. The hype around those IPOs has raised concerns about an overheated market.

NAFH's filing uses the Miami address of its national banking charter, but the holding company's main office is in Charlotte. Executives have said the banking subsidiary will take the name and headquarters of Raleigh's Capital Bank, which became majority owned by NAFH in January.

The filing with the Securities and Exchange Commission, as is typical, does not yet say how many shares the company will issue, what the initial price will be and what ticker symbol the company will trade under. More details will come in later filings.

The prospectus, however, uses a total offering amount of $300 million to calculate its registration fee. That is typically a placeholder figure but likely indicates NAFH is expecting to raise a significant amount.

NAFH said it plans to use the proceeds for "general corporate purposes," including more acquisitions. NAFH's current shareholders will also be able to sell some of their shares in the IPO, but the filing doesn't say how much.

Currently, NAFH is a privately held holding company owned by its original investors and executives. In turn, it owns or has majority investments in other banks, some of which remain publicly traded companies. After the offering, NAFH will be a publicly traded bank holding company with Capital Bank as its only banking subsidiary. Investors will only hold shares in NAFH.

The company declined to comment on the IPO, which has been expected.

So far this year, eight financial firms have held IPOs, according to IPOScoop.com. The only bank was Florida's BankUnited, which raised about $783 million in January. During the financial crisis, the bank was seized by the government and sold to private investors.

Before NAFH's shares debut, the company needs to meet regulatory requirements and weigh market conditions. There's no typical time for how long it takes a company to go public after making its initial filing, said Fitzgibbon of IPOScoop.com, based in Edison, N.J.

The ultimate pricing of the shares will determine how much money the company raises and how the new shares perform. "The whole key is the pricing," Fitzgibbon said.

Banks in Carolinas, Florida

NAFH got its start in 2009, as its founders looked to make money pumping much-needed capital into banks battered by bad loans. The deals can be profitable because NAFH buys at reduced prices, reaches loss-sharing agreements when acquiring failed banks and sometimes pays back government bailout dollars at a discount.

Chief executive Taylor, 63, brought four decades of banking experience to the venture. After joining North Carolina National Bank in 1969, he served as a key lieutenant to chief executives Hugh McColl Jr. and Ken Lewis as they transformed a small Southern institution into a national banking giant. Well respected in the industry, he retired in 2007 after losses mounted in the investment banking unit he ran amid a global credit crunch.

Chief financial officer Marshall, 52, held finance and operations posts at Bank of America from 2001 to 2006 when he left to become CFO at Fifth Third Bancorp. The other founders are chief risk officer Bruce Singletary, who is based in Florida, and analytics and research chief Ken Posner, who is based in New York.

After raising $900 million from private-equity firms and other investors, NAFH has completed five acquisitions or investments in banks in the Carolinas and Florida. An investment in a Tennessee-based bank is pending. With its latest deal, NAFH will have $7.2 billion in total assets, $5.5 billion in total deposits and 146 branches in five states, according to the filing.

NAFH's largest shareholder is Crestview Partners, a New York private equity firm, which holds 11.3 million shares for a 24.4 percent stake, according to the filing. Taylor owns 761,191 shares; Marshall owns 251,072. Most of the executives' holdings are in restricted stock.

The 537-page filing provides extensive details about NAFH's financials and risk factors such as changing economic conditions and regulations.

In the first quarter of this year, NAFH posted a $400,000 profit, compared to a $1.4 million loss a year earlier. In 2010, Taylor received $1.3 million in salary and bonus. Marshall received $876,000 in salary and bonus.

In the Carolinas, NAFH has made the biggest splash among banks and investors seeking to snap up troubled banks. Blue Ridge Holdings, led by former Bank of America and Wachovia executives, raised $500 million from investors and has bought failed banks in South Carolina and Georgia.

After raising $150 million in a stock offering last summer, Charlotte-based Park Sterling Bank has announced an acquisition in South Carolina.

Park Sterling had initially planned to price its stock offering between $9 to $11 but reduced that to $6.50 during a downturn in the stock market. Its shares closed Friday at $4.92.


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