The South Financial Group Strengthens Capital Position
Company Announces Multi-Tiered Plan to Enhance Balance Sheet
Posted on Fri, May. 02, 2008
GREENVILLE, S.C. --
The South Financial Group, Inc. (NASDAQ:TSFG) ("TSFG" or the
"Company") today announced a multi-tiered plan to strengthen its
overall capital position. The plan is comprised of the issuance of
approximately $250 million of mandatory convertible non-cumulative
preferred stock by TSFG; the issuance of bank-level subordinated debt
up to approximately $100 million following the closing of the
preferred offering; and a reduction of TSFG's quarterly common stock
cash dividend to $.01 per share. The additional capital will enhance
TSFG's balance sheet and enable it to remain focused on executing its
strategic objectives and delivering long-term shareholder value beyond
this current credit environment.
"We are very pleased with the strong support we have received for
our capital plan and the confidence that our investors, regulators and
rating agencies have expressed in our underlying business. This was
evident in the fact that our offering was over-subscribed," said Mack
I. Whittle, Jr., Chairman, President and Chief Executive Officer of
The South Financial Group. "Our principal objective was to fortify our
balance sheet in this period of economic uncertainty. We believe that
this capital raise will position us for future success under the most
challenging circumstances. Given the current challenging environment
for banking and residential real estate, we believe that our capital
plan will enable us to continue to execute our strategic plan and
position our Company for the long-term. We will continue to review our
organization for further enhancements to create shareholder value.
Despite the difficult market conditions, I am confident in our ability
to continue serving our customers at the highest level."
The South Financial Group has accepted commitments to purchase
250,000 shares of preferred stock with a purchase price and
liquidation value of $1,000 per share. The preferred securities pay
dividends at an annual rate of 10%, have a conversion price of $6.50,
and are expected to be convertible into approximately 38.5 million
common shares of TSFG. Following shareholder approval (referenced
below), the securities will be convertible at the option of the holder
at any time, and will be mandatorily convertible on the earlier of
three years from the date of issuance or after the two year
anniversary of such shareholder approval if the closing price of
TSFG's common stock equals or exceeds $21.00 per share for 20
consecutive trading days. (Approximately 23% of these preferred
securities will become convertible following the initial meeting held
to seek shareholder approval, without regard to whether shareholder
approval is obtained at that meeting.) These preferred securities have
been placed primarily with a group of institutional investors, and the
Company anticipates closing the sale on May 8, 2008.
TSFG's common stock cash dividend will be reduced to $0.04 per
share on an annualized basis. This will enable TSFG to preserve
approximately $52 million annually in retained capital. TSFG has paid
the previously announced dividend on May 1, 2008 and the reduction of
the common stock cash dividend will commence with the dividend payable
in August.
Following the completion of the convertible preferred stock
offering, and before giving effect to the impact of the anticipated
subordinated debt offering and reduction in the common stock cash
dividend, TSFG expects its pro forma March 31, 2008 leverage ratio,
tier 1 risk-based capital ratio and total risk based capital ratio to
increase to approximately 9.9%, 11.3% and 12.9%, respectively, and the
tangible equity to tangible assets will increase to 8.5% on an as
adjusted basis.
Pursuant to NASDAQ MarketPlace Rules, TSFG shareholders are
required to approve the transaction in order to provide the purchasers
of the mandatory convertible non-cumulative preferred stock full
voting rights on an as-converted basis. Prior to shareholder approval,
the aggregate voting rights of the preferred stock will be limited to
19.9% of the outstanding votes. The Company intends to seek such
approval not later than 180 days of the completion of this offering.
In the event shareholder approval is not obtained prior to May 1,
2011, the dividend rate will be increased over time up to 17% and the
conversion price will be decreased over time to $4.00, until receipt
of such shareholder approval.
Sandler O'Neill + Partners, L.P. is acting as financial advisor
for the offerings.
General Information
The South Financial Group is the largest publicly-traded bank
holding company headquartered in South Carolina and ranks among the
top 50 U.S. commercial bank holding companies in total assets. At
March 31, 2008, it had approximately $13.7 billion in total assets and
174 branch offices in Florida, North Carolina, and South Carolina.
TSFG focuses on fast-growing banking markets in the Southeast,
concentrating its growth in metropolitan statistical areas. TSFG
operates Carolina First Bank, which conducts banking operations in
North Carolina and South Carolina (as Carolina First Bank), in Florida
(as Mercantile Bank), and on the Internet (as Bank CaroLine). At March
31, 2008, approximately 46% of TSFG's total customer deposits were in
South Carolina, 39% were in Florida, and 15% were in North Carolina.
Investor information is available at www.thesouthgroup.com.
Forward-Looking Statements
This press release contains financial information determined by
methods other than Generally Accepted Accounting Principles ("GAAP").
TSFG provides data eliminating intangibles in order to present data on
a "tangible" basis and uses these non-GAAP measures in its analysis of
TSFG's financial condition. TSFG believes the non-GAAP measures
enhance investors' understanding of TSFG's business. These measures
are also useful in understanding trends and facilitate comparisons
with other financial institutions. These disclosures should not be
considered an alternative to GAAP.
This news release contains forward-looking statements (as defined
in the Private Securities Litigation Reform Act of 1995) that are
provided to assist in the understanding of anticipated future
financial performance. These statements include, but are not limited
to, descriptions of management's plans, objectives or goals for future
operations, and predictions, forecasts or other statements about
future operations. However, such statements necessarily involve risks
and uncertainties and there are a number of factors - many of which
are beyond TSFG's control -- that could cause the actual conditions,
events, or results to differ materially from those in such statements.
For a discussion of certain factors that may cause such
forward-looking statements to differ materially from TSFG's actual
results, please refer to TSFG's filings with the Securities and
Exchange Commission. The South Financial Group undertakes no
obligation to release revisions to these forward-looking statements or
reflect events or circumstances after the date of this release.
The South Financial Group, Inc.
James R. Gordon, EVP - Chief Financial Officer,
864-552-9050 or
Mary M. Gentry, EVP - Investor Relations,
864-421-1068 or
Christopher T. Holmes, EVP - Retail Banking and IR,
864-255-8970
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