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 BIRMINGHAM, Ala., and CLEARWATER, Fla., Sept. 13 /PRNewswire/ -- AmSouth Bancorporation (NYSE: ASO) has signed a definitive agreement to acquire Fortune Bancorp, Inc. (NASDAQ: FORB), parent company of Fortune Bank, a $2.6 billion asset savings bank headquartered in Clearwater.
 The agreement was announced jointly today by John R. Torell III, chairman and chief executive officer of Fortune, and by John W. Woods, AmSouth's chairman and chief executive officer.
 Based on a recent average AmSouth stock price of $31.80 per share, the transaction is valued at approximately $285 million, or $34.25 per share of Fortune common stock. The actual value to Fortune shareholders may fluctuate daily based on AmSouth's stock price. Under the terms of the agreement, Fortune shareholders may make an election (subject to the limitations in the agreement) to receive either cash or AmSouth common stock based on a formula which takes into consideration AmSouth's stock price during a future pricing period. AmSouth will issue approximately 4,482,000 shares of its common stock and pay approximately $142.5 million in cash. Approximately one-half of Fortune's shares would be exchanged for stock and one-half for cash. Fortune also has granted AmSouth an option to acquire, in certain events, shares of Fortune common stock.
 The acquisition, which is to be accounted for as a purchase, is expected to be completed by mid-1994, pending the satisfactory completion of due diligence, approvals by regulatory authorities and Fortune's shareholders, and the fulfillment of other closing conditions.
 In making today's announcement, AmSouth's Woods said: "The acquisition of Fortune, which is the largest independent financial institution on the west coast of Florida, is the capstone of our efforts to build a strong banking franchise in these rapidly growing areas of Florida.
 "With Fortune added to our other pending acquisitions, we can now adjust our focus to the smooth integration and transition of these financial institutions into the AmSouth family," Woods added.
 Fortune Bank and its 46 offices will give AmSouth the second-largest deposit market share in Pinellas County and significantly strengthen AmSouth's franchise in Collier, Lee, Charlotte, Pasco and Hernando counties, according to Woods. Fortune also will establish AmSouth's presence in Sarasota and Hillsborough counties.
 Including Fortune Bank, AmSouth's present and pending Florida banking operations will represent approximately $6.2 billion in assets and more than 125 banking offices. "That would rank AmSouth a strong fifth in terms of size among all Florida banks," Woods said.
 More important than size, however, are the locations of pending acquisitions, according to Woods.
 "Fortune fits perfectly with our strategy to seek acquisitions in more rapidly growing areas of Florida," Woods said. "The age and income demographics for Pinellas and nearby west coast counties also are an ideal match for our extensive trust and upscale banking capabilities," he added.
 Torell said that Fortune's decision to accept AmSouth's offer came after long and careful consideration of the best interests of Fortune's shareholders, customers and markets. "AmSouth's performance and strength rank high among southeastern financial institutions, and AmSouth's reputation for quality and commitment include not only customers and shareholders but also a genuine concern for the communities it serves," Torell said.
 "As part of a full-service bank with strong consumer, commercial and trust service portfolios, we can make a significantly greater impact on the financial success of both the citizens and businesses in our markets," Torell added.
 Fortune Bank presently operates 28 offices in Pinellas County, five in Pasco, four in Collier, three in Sarasota, two each in Hillsborough and Lee, and one in Hernando and Charlotte counties. In addition to $2.6 billion in assets, Fortune reported deposits of $1.9 billion at June 30.
 AmSouth Bancorporation, headquartered in Birmingham, operates banking offices in four states and mortgage banking offices in eight southeastern
states. The company's assets at June 30 totaled $11.1 billion. On a pro forma basis, AmSouth's total assets will exceed $16 billion when all pending acquisitions are consummated.
 The corporation's lead bank, AmSouth Bank N.A., operates 151 banking offices throughout Alabama. Other bank affiliates include AmSouth Bank of Florida, AmSouth Bank of Tennessee with 20 offices, and AmSouth Bank of Georgia. In addition to the pending acquisitions in Florida, AmSouth also has signed definitive agreements to acquire the Georgia State Bank of Rome, Ga., and First Federal Savings Bank in Calhoun, Ga.
 AmSouth Bancorporation's bank-related affiliates include AmSouth Mortgage Company, Inc., with 30 locations, AmSouth Investment Services, Inc., and AmSouth Leasing Corporation.
 1. Consistent with AmSouth's geographic expansion strategy to
 enhance market share in key high-growth markets.
 2. Largest independent financial institution on the west coast
 of Florida -- number two deposit market share in Pinellas
 3. Significant potential for earnings increase through the
 introduction of trust and commercial banking services.
 4. Age and income demographics of Fortune's markets ideal match
 for AmSouth strengths.
 Accounting Treatment: Purchase
 Total Price: Approximately $285 million
 Method of payment: Fortune shareholders will receive either
 cash or AmSouth common stock based on
 a formula which takes into consideration
 AmSouth's stock price during a future
 pricing period.
 Estimated closing date: Mid-1994
 Number of AmSouth shares
 to be issued: Approximately 4,482,000 shares
 Number of AmSouth shares
 outstanding at June 30: 43,778,000 shares
 Total amount of cash to
 be paid: $142.5 million
 AmSouth combined assets
 pro forma including all
 pending acquisitions: $16.2 billion
 (June 30, 1993)
 Headquarters: Clearwater, Fla.
 Number of offices: 46
 Assets: $2,646.3 million
 Loans: Real estate mortgages:
 Residential first $1,014.9 million
 Commercial 149.3 million
 Consumer loans 216.9 million
 Commercial loans 83.6 million
 Total loans $1,464.7 million
 Allowance for loan and
 REO losses: $25.1 million
 Nonperforming assets: $85.7 million
 Deposits: $1,863.7 million
 Equity: $167.2 million
 Equity to assets ratio: 6.32 percent
 Profitability for nine months ended June 30:
 Net operating income $9.6 million
 Return on avg. assets: 0.49 pct.
 Return on avg. equity: 8.15 pct.
 -0- 9/13/93
 /CONTACT: Analysts: Harvey E. Campbell, 205-326-5316, or Media: Jim Underwood, 205-326-5184, both of AmSouth Bancorporation; or John R. Torell III of Fortune Bank, 212-286-9000/

CO: AmSouth Bancorporation; Fortune Bancorp, Inc. ST: Alabama, Florida IN: FIN SU: TNM

RA-BR -- AT001 -- 1103 09/13/93 08:17 EDT
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Publication:PR Newswire
Date:Sep 13, 1993

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