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Seacoast Agrees to Acquire Apollo Bancshares, Inc.

March 31, 2022, 07:08 AM
Filed Under: Mergers & Acquisitions

Seacoast Banking Corporation of Florida, the holding company for Seacoast National Bank (Seacoast Bank), announced today that it has signed a definitive agreement to acquire Apollo Bancshares, Inc. (Apollo), parent company of Apollo Bank based in Miami, FL. The proposed transaction will expand Seacoast’s presence in Miami-Dade County, part of the Miami-Fort Lauderdale-Pompano Beach metropolitan statistical area, Florida’s largest MSA and the eighth largest in the nation.

Apollo Bank operates five branches across Miami-Dade County with deposits of approximately $928 million and loans of $665 million as of Dec. 31, 2021. The proposed transaction, a natural continuation of Seacoast’s M&A strategy, adds a premier, high-quality Miami banking franchise and a leadership team with deep relationships and experience in this financially attractive market.

“Apollo Bank is a customer-focused franchise with an outstanding reputation for service excellence and deep customer relationships in this important market. We see a great opportunity to grow our presence and expand our position in South Florida by complementing Apollo’s strengths with Seacoast’s innovation and breadth of offerings,” said Charles M. Shaffer, Seacoast's Chairman and CEO.

“The transaction will build upon our previous South Florida acquisitions and organic growth, adding scale in one of the fastest growing and most dynamic markets in the United States, and we expect it to be significantly accretive to earnings in 2023, with modest dilution of tangible book value. We look forward to welcoming the employees and customers of Apollo Bank to the Seacoast franchise later this year,” Shaffer added.

Eddy Arriola, Chairman and CEO of Apollo and Apollo Bank, said, “Since 2010, Apollo Bank has been committed to propelling South Florida businesses with relationship-focused service and competitive products. We are delighted to join forces with Seacoast Bank, which shares our values and has been serving Florida consumers and businesses for nearly a century.”

Following the merger, Arriola will remain with Seacoast, serving as Miami-Dade Market Executive.

The proposed transaction exemplifies Seacoast’s M&A focus on consolidation or entry into attractive growth markets, low concentration risks and ease of execution that does not distract from its organic strategy. Seacoast’s South Florida presence has grown in recent years, including through its acquisition of Legacy Bank of Florida in 2021. Seacoast expects the transaction to be 8.0 percent accretive to earnings per share in 2023, with modest dilution of tangible book value per share that will be earned back in 2.25 years. Seacoast’s deposits in the Miami-Fort Lauderdale-Pompano Beach MSA will increase by 45 percent to approximately $2.7 billion.

Apollo Bancshares, Inc.’s subsidiary bank, Apollo Bank, is 84.66 percent owned by Apollo Bancshares and 15.34 percent owned by a group of minority interest shareholders. Under the terms of the merger agreement, Apollo shareholders are expected to receive 1.006529 shares of Seacoast common stock for each share of Apollo common stock, and the minority interest holders in Apollo Bank are expected to receive 1.195651 shares of Seacoast common stock for each share of Apollo Bank common stock. The exchange ratio for the transaction is fixed, which means that the transaction value will fluctuate as a result of changes in Seacoast’s stock price. Based on Seacoast’s closing price of $35.48 as of March 28, the Apollo transaction is valued at approximately $168.3 million.

Closing of the transaction is expected early in the fourth quarter of 2022, following receipt of approvals from regulatory authorities, the approval of Apollo and Apollo Bank shareholders, and the satisfaction of other customary closing conditions.

Piper Sandler & Co. served as financial advisor and Alston & Bird LLP served as legal counsel to Seacoast. Keefe Bruyette & Woods, A Stifel Company served as financial advisor and Fenimore, Kay, Harrison LLP served as legal counsel to Apollo and Apollo Bank.

Seacoast Banking Corporation of Florida is one of the largest community banks headquartered in Florida with approximately $9.7 billion in assets and $8.1 billion in deposits as of Dec. 31, 2021. Seacoast provides integrated financial services including commercial and consumer banking, wealth management, and mortgage services to customers at over 50 full-service branches across Florida, and through advanced mobile and online banking solutions.

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