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Sidhu Targets Atlantic Coast Makeover (8/18/13)
Banker tries shareholder activism for change at Jacksonville bank
By ROBIN SIDELCONNECT
Jay Sidhu is an unlikely shareholder activist.
Seven years ago, Mr. Sidhu was forced out of his longtime position as chief executive officer of Sovereign Bancorp, a large mid-Atlantic lender, in a dispute over the bank's performance.
Now, Mr. Sidhu has just done the same thing to the CEO of a small, unprofitable bank in Florida.
Shareholders of Jacksonville, Fla.-based Atlantic Coast Financial Corp. in June rejected a plan to sell the company's banking unit after Mr. Sidhu voiced his opposition to the deal. Days later, Atlantic Coast's CEO, G. Thomas Frankland, resigned. The board's chairman also stepped down and three board members decided not to run for re-election at the annual shareholder's meeting last week.
"I became an activist because the shareholders were being ignored," Mr. Sidhu, who is a director of Atlantic Coast and owns a small stake in the company, said during a recent interview at a private club in Manhattan.
Mr. Sidhu, who had publicly called for Mr. Frankland's resignation, said the sale plan undervalued Atlantic Coast.
Mr. Frankland couldn't be reached for comment. A spokesman for Atlantic Coast declined to comment on Mr. Sidhu's activism, saying only that "the board heard the vote of the stockholders and is now working to address the capital needs of the company."
"I don't think Tom was doing a bad job, but it is challenging when you have someone of Jay's stature looking over your shoulder," said Christopher Marinac, director of research at FIG Partners, a boutique investment firm that specializes in community banks.
Mr. Sidhu became a powerful force in the U.S. banking industry when he was at the helm of Sovereign, where he orchestrated more than two dozen acquisitions that transformed the distressed Pennsylvania savings and loan into a major regional bank with branches from New Hampshire to Maryland.
But the fast growth also cut into the bank's results, and its stock lagged behind competitors in the mid-Atlantic.
"From a banking standpoint, Sovereign was a below-peer performer," said Joseph Fenech, an analyst at Sandler O'Neill + Partners who followed the company when Mr. Sidhu was its CEO.
Mr. Sidhu survived a 2005 proxy fight launched by Relational Investors LLC, an activist fund led by Ralph Whitworth, but came under fire the next year from Sovereign board members for the bank's poor stock performance. He was forced out in 2006.
After leaving Sovereign, Mr. Sidhu traveled the world. On his return, he set up a private-equity firm with the hopes of investing in banks but didn't end up doing any deals.
Mr. Sidhu returned to regional banking in 2009 when he and a group of investors bought New Century Bank, a troubled lender in suburban Philadelphia that had roughly $350 million in assets.
He changed the name to Customers Bancorp Inc., made a couple of acquisitions and tried to attract customers by paying higher rates on deposits than competitors.
"I don't need to work, but I am having a ball," said Mr. Sidhu, who is 62 years old.
He says he has a simple strategy for Customers Bancorp. "The best way to succeed is to attack the megabanks and they won't even notice the difference" if they lose some customers, he said.
Customers Bancorp now has $3.79 billion in assets and 14 branches in the Philadelphia area, New York, and New Jersey. It listed shares on the Nasdaq Stock Market in June.
The strategy is less certain at Atlantic Coast, where Mr. Sidhu has been a board member since 2010.
A former credit union for railroad employees that transformed itself into a bank, Atlantic Coast was clobbered during the financial crisis and remains bogged down by bad loans. It needs $35 million to meet capital requirements established by regulators.
The bank has $742.2 million in assets and 12 branches in northeastern Florida and southeastern Georgia. It reported a second-quarter net loss of $1.6 million, or 62 cents a share, compared with a net loss of $3 million, or $1.20 a diluted share, in the year-earlier period.
Mr. Sidhu, who owns about 4.5% of Atlantic Coast, said its proposed sale to Bond Street Holdings Inc., a company that owns small banks in Florida, undervalued the bank based on the book value of its assets. Shareholders voted in new board members backed by Mr. Sidhu, who said in the interview that finding a new CEO and raising new capital is the company's first priorities.
People who know Mr. Sidhu aren't surprised that he took on Atlantic Coast, describing him as aggressive, resourceful and determined.
"Having gone through our ups and downs, I would never count Jay out," said Mr. Whitworth. Mr. Sidhu said he is confident that Atlantic Coast will find capital and a new CEO by the end of the year.
"Everything is in the works and there will be a stronger foundation," he said.
Write to Robin Sidel at robin.sidel@wsj.com
A version of this article appeared August 19, 2013, on page C1 in the U.S. edition of The Wall Street Journal, with the headline: CEO-Turned-Activist Targets Bank.
http://online.wsj.com/article/SB10001424127887323423804579021160655473966.html?KEYWORDS=acfc
Don't, its going lower.
I have been checking on ACFC on a daily basis but haven't "pulled the trigger".
Atlantic Coast Financial loses board chairman
Aug 13, 2013, 1:35pm EDT
The mass exodus of Atlantic Coast Financial Corp.’s board members continues — with the chairman being the latest.
In a Securities and Exchange Commission filing last week, the company said John Linfante, who was also its audit committee financial expert, had resigned.
In the filing, ACFC said it believes director nominee Kevin Champagne would qualify as a financial expert and serve on the audit committee, if elected at the annual meeting Aug. 16, and subject to the receipt of non-objection by the Federal Reserve Bank of Atlanta to his service on the board.
Jacksonville-based Atlantic Coast Financial (Nasdaq: ACFC) is the holding company for Atlantic Coast Bank. Linfante also resigned from the board of Atlantic Coast Bank, effective Aug. 14.
Linfante's resignation comes nearly two months after ACFC’s president and CEO Tom Frankland, as well as three board members, announced they would not stand for re-election.
The departures continue the changing of the guard at the Jacksonville bank following a merger attempt with Bond Street Holdings Inc. that was voted down by shareholders in June.
Jay Sidhu, a member of the board, said in an email Tuesday that Linfante's departure "will have no affect whatsoever on ACFC or its listing. All three board members we are adding would be qualified to be financial experts or audit committee members."
Sidhu previously nominated Champagne, John Dolan and Dave Bhasin for election in a public letter he sent to the board
[....]
http://www.bizjournals.com/jacksonville/news/2013/08/13/atlantic-coast-financial-loses-board.html
Left at the altar, ACFC suitor Florida Community Bank instead picks up Great Florida Bank
Jul 17, 2013, 1:30pm EDT
About a month after shareholders voted to kill a deal for Florida Community Bank to buy Jacksonville-based Atlantic Coast Financial Corp., FCB has found its next deal.
My colleague Brian Bandell with the South Florida Business Journal reports the Weston-based bank has signed a deal to acquire Miami Lakes-based Great Florida Bank for $42.5 million.
The deal would make it the sixth-largest bank chartered in Florida and the fourth-largest with its parent company also based in the state.
FCB had a deal in place to merge ACFC into its brand, but shareholders voted that deal down last month.
Days after the shareholders stopped the deal, ACFC’s president and CEO, along with three board members, announced their plans to resign.
http://www.bizjournals.com/jacksonville/blog/2013/07/florida-community-bank-misses-out-on.html
*to update on the GFLB deal read below:
Great Florida Bank to be acquired by Florida Community Bank
Jul 17, 2013, 10:15am EDT
Florida Community Bank signed a deal to acquire Great Florida Bank, which has been under orders from regulators to raise capital.
Weston-based Florida Community Bank, a subsidiary of private equity-funded Bond Street Holdings, missed out on a deal to acquire Jacksonville-based Atlantic Coast Financial Corp. (NASDAQ: ACFC) in June when the shareholders of the selling bank voted against the deal. Now it’s looking to deploy its excess capital to acquire Miami Lakes-based Great Florida Bank (Pink Sheets: GFLB), which had $1.14 billion in assets on March 31.
Since Florida Community Bank had $3.25 billion in assets at that time, completing the acquisition would make it the sixth-largest bank chartered in Florida and the fourth-largest with its parent company also based in the state.
Florida Community Bank agreed to pay $3.24 per share, a big premium over the 32 cents per share Great Florida Bank stock closed at on July 10. Its stock hasn’t traded at near that level since December 2008.
Shares of Great Florida Bank spiked $2.62, or an eye-popping 820 percent, on Wednesday morning, to $2.94.
The total cash value of the deal is $42.5 million. Read what bank analyst Kenneth H. Thomas thinks of the price.
[....]
http://www.bizjournals.com/southflorida/news/2013/07/17/great-florida-bank-to-be-acquired-by.html
Atlantic Coast Financial CEO, board members out
Jun 21, 2013, 12:30pm EDT
Atlantic Coast Financial Corp. is in the midst of a changing of the guard.
President and CEO Tom Frankland is planning to resign and three board members have announced they will not stand for re-election at the next annual stockholders meeting Aug. 13, according to a document filed with the Securities and Exchange Commission Thursday.
The news comes less than two weeks after shareholders voted down a proposed merger with Bond Street Holdings Inc.
Frankland’s resignation is effective July 1. Chief Financial Officer Thomas Wagers will be appointed interim president and CEO.
In the same filing, the board nominated John Dolan, Kevin Champagne and Dave Bhasin for election to the board. Board member Jay Sidhu previously offered the three as nominees in a public letter he sent to the board.
The day after the shareholder vote, Sidhu all but said the only chance for the bank’s survival is if it gets a new CEO and a new board of directors.
It appears he is getting his way.
Jacksonville-based Atlantic Coast Financial (Nasdaq: ACFC) is the holding company for Atlantic Coast Bank.
[....]
http://www.bizjournals.com/jacksonville/blog/2013/06/atlantic-coast-financial-ceo-board.html
Jay Sidhu: Atlantic Coast’s future needs a new CEO, board of directors
Jun 12, 2013, 3:00pm EDT
Dissident board member Jay Sidhu reiterated his opinion Wednesday on the future of Atlantic Coast Financial Corp.
Sidhu all but said that the only chance for the bank’s survival is if it gets a new CEO and a new board of directors.
Shareholders voted against the proposed merger Tuesday between Jacksonville-based Atlantic Coast Financial (Nasdaq: ACFC), the holding company for Atlantic Coast Bank, and Miami-based Bond Street Holdings. The companies announced Feb. 26 plans to merge Atlantic Coast into Bond Street Holdings for $5 per share.
The bank issued a statement Tuesday saying the board of directors will begin evaluating other strategic alternatives immediately, including a possible recapitalization.
Sidhu said Wednesday that the board would will look at every single way to enhance shareholder value and he hopes the board will be engaged in looking for a superior merger offer or raising more capital.
But he also said that the only way for the bank to raise capital if there was a new CEO at the bank and a reconstituted board of directors.
“Without those two things, we can’t raise capital...investors are looking for new leaders,” he said.
Sidhu has been calling for new leadership at the bank for months, writing several letters to the board and sending them through the U.S. Securities and Exchange Commission.
Tom Frankland, CEO of Atlantic Coast Financial Corp., previously told the Business Journal the proposed merger with Bond Street was the best option for the bank.
But Sidhu and other dissident board members have said the bank was being sold short.
Sidhu also said that the board will address all concerns and raise enough capital so shareholder value is maximized in the short and long term. Sidhu thinks the bank is well positioned to be a strong community bank in the Jacksonville area.
“The company will be a profitable company in a few quarters,” he said.
[....]
http://www.bizjournals.com/jacksonville/blog/2013/06/jay-sidhu-atlantic-coasts-future.html
Atlantic Coast Financial Corporation Announces That the Proposed Merger with Bond Street Holdings, Inc. Failed to Receive Stockholder Approval
Press Release: Atlantic Coast Financial Corporation – Tue, Jun 11, 2013 10:50 AM EDT
JACKSONVILLE, Fla.--(BUSINESS WIRE)--
Atlantic Coast Financial Corporation (the "Company" or "Atlantic Coast Financial")(ACFC), the holding company for Atlantic Coast Bank (the "Bank"), today announced that the proposed merger with Bond Street Holdings, Inc. ("Bond Street") did not receive stockholder approval at today's special meeting of stockholders. Likewise, a proposal that would have approved an adjournment of the meeting to allow for the solicitation of additional votes failed to receive stockholder approval.
The Company's Board of Directors had recommended the proposed merger with Bond Street because the Board concluded it represented the best alternative for all stockholders in addressing the demands that currently face the Company, including the Bank's ability to meet the capital requirements of the regulatory consent order under which it currently operates. However, the Board respects the decision of stockholders and, accordingly, it will begin to evaluate other strategic alternatives immediately, including a possible recapitalization, as the Board continues to carry out its normal corporate governance responsibilities.
[....]
http://finance.yahoo.com/news/atlantic-coast-financial-corporation-announces-145000441.html
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