STANDARD FEDERAL BANK TO ACQUIRE INTERFIRST BANKCORP, INC.
TROY, Mich., May 7 /PRNewswire/ -- Thomas R. Ricketts, chairman, president and chief executive officer of Standard Federal Bank, and Stanley H. Rhodes, chairman and chief executive officer of InterFirst Bankcorp Inc., announced today the execution of a non-binding letter of intent under the terms of which Standard Federal Bank intends to acquire InterFirst Bankcorp, Inc. for a projected purchase price of $13.78 per share in cash. The purchase price will be based on a value of InterFirst, as determined by a formula agreed upon by InterFirst and Standard. The value will take into consideration certain off-balance- sheet items such as the value of InterFirst's mortgage loan servicing portfolio and the expenses of InterFirst relating to the acquisition. Under the formula, at March 31, 1993, the estimated value of InterFirst was approximately $23 million. The projected purchase price assumes a projected value of InterFirst of $26,500,000 at Sept. 30, 1993, the estimated final valuation date. To the extent that the value of InterFirst varies from $26,500,000, the purchase price will be adjusted up or down accordingly. If the value of InterFirst is below $22,500,000, Standard will have a right to terminate the transaction. InterFirst has 2,241,116 shares of common stock outstanding. At the projected purchase price of $13.78 per share, the entire transaction, including payment to be made with respect to outstanding stock options issued by InterFirst, has an estimated value of $31.5 million. InterFirst has also granted Standard Federal an option to purchase up to 420,000 shares of newly issued common stock, subject to certain terms and conditions. The acquisition is subject to approval by InterFirst's stockholders and the appropriate regulatory authorities. InterFirst (NASDAQ: INFB) is a unitary savings and loan holding company organized in 1990. Its principal operating subsidiary is InterFirst Federal Savings Bank, an FDIC-insured institution founded in 1890. The bank is headquartered in Ann Arbor, Mich., and has five full- service offices serving the residents of Washtenaw County. At Dec. 31, 1992, it had deposits of $112.1 million. InterFirst's principal business activity is a wholesale mortgage banking operation, which it conducts in 25 states. In 1992, it originated and purchased a total of $1.3 billion of residential mortgage loans. At Dec. 31, 1992, the bank had a portfolio of loans serviced for others of approximately $1.1 billion, and InterFirst had assets of $201.7 million and stockholders' equity of $13.25 million. InterFirst's net income for the year was $3.6 million, representing a 1.81 percent return on average assets. Standard Federal Bank (NYSE: SFB), headquartered in Troy, is an FDIC-insured savings institution. Standard Federal is the Midwest's largest thrift institution. The bank operates a retail franchise of 123 banking centers, seven loan production offices and 197 ATMs located throughout southern Michigan, northern Indiana and northwestern Ohio. At Dec. 31, 1992, the bank had assets of $9.5 billion, deposits of $6.5 billion and stockholders' equity of $609.1 million. Standard originated $3.6 billion in mortgage loans in 1992. Net income for the year was $95.6 million, representing a 1.00 percent return on average assets. Commenting on the proposed transaction, Ricketts stated, "We are very pleased at the prospect of having InterFirst become part of Standard Federal. The acquisition of InterFirst will expand our existing branch network in southeastern Michigan, increase our mortgage loan servicing activities and enable us to enter into the wholesale mortgage banking business in 25 states." Rhodes added, "We look forward to the merger of InterFirst with Standard. We believe the transaction is in the best interest of InterFirst and its stockholders. Further, our customers will benefit from our merger with Standard Federal, a well-capitalized, multi- billion-dollar company with a long tradition of providing quality service and products to customers in the communities it serves." -0- 5/7/93 /CONTACT: Joseph Krul, senior vice president and chief financial officer, Shareholder Relations, Standard Federal Bank, 313-637-2530 or in Michigan, 800-482-3930, or in Indiana, 800-874-3716/ (SFB INFB)
CO: Standard Federal Bank; InterFirst Bankcorp, Inc. ST: Michigan IN: FIN SU: TNM
DH-JG -- DE007 -- 5866 05/07/93 10:43 EDT
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|Date:||May 7, 1993|
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