Two Valuable Korean-American Franchises Combine to Create Significant Stakeholder Value
Acquisition of Saehan Bancorp to Add Nearly $550 Million in Assets to Wilshire Bancorp
LOS ANGELES, July 15, 2013 — Wilshire Bancorp, Inc. (WIBC), the parent company of Wilshire State Bank, and Saehan Bancorp (SAEB), the parent company of Saehan Bank, today jointly announced that Wilshire Bancorp has agreed to acquire Saehan Bancorp at the price of $0.42 per share which is valued at approximately $105.5 million, based on Wilshire’s most recent closing price. The combined company will have approximately $3.5 billion in assets with 35 branches.
“Saehan Bank has been a respected competitor for years and we believe their operations will add significant value to the Wilshire State Bank franchise,” said Jae Whan Yoo, President and Chief Executive Officer of Wilshire Bancorp and Wilshire State Bank. “Saehan Bank has a very loyal and attractive customer base that we believe will enjoy the expanded product and service offerings, greater lending limits, and increased convenience that Wilshire State Bank can offer. With significant overlap in our operations, we believe that we will have a high level of cost savings opportunities that will enhance the combined bank’s earnings power. In addition, we think there are good opportunities to restructure Saehan Bank’s balance sheet to enhance the amount of net interest income generated from their operations. As we indicated entering 2013, we were focused on deploying our excess capital in ways that will enhance shareholder value. With our pending acquisitions of BankAsiana in the New York/New Jersey market and Saehan Bancorp in Los Angeles, we believe we have prudently deployed excess capital to expand our franchise and increase our earnings power going forward.”
“Wilshire Bancorp is a great fit for Saehan Bancorp, with a similar corporate culture and commitment to serving the Korean-American community in Los Angeles,” said Dong Il Kim, President and Chief Executive Officer of Saehan Bancorp. “We appreciate the loyalty that our customers have shown to Saehan and we look forward to continuing to serve their financial needs as part of Wilshire Bancorp. We are pleased to find a partner that will reward our shareholders, while also having the ability to integrate our operations smoothly and ensure that our customers continue to receive a superior level of service.”
The agreement was unanimously approved by the Board of Directors of each company. In addition, shareholders of Saehan Bancorp owning or controlling approximately 51% in the aggregate of the current outstanding shares of Saehan Bancorp have entered into voting and support agreements requiring them, subject to the terms and conditions thereof, to vote in favor of the merger. A two-thirds vote of the outstanding shares of Saehan common stock is necessary for shareholder approval of the merger.
Excluding transaction costs, the merger is expected to be immediately accretive to Wilshire Bancorp’s earnings per share in the first year, with double digit accretion in subsequent years, and an internal rate of return in excess of 20%. Anticipated gross synergies are expected to be approximately $12.3 million, with 75% being realized in 2014 and 100% being realized thereafter. The transaction is expected to be completed by the end of this year, after the fulfillment of certain customary conditions to closing, including the approval of the shareholders of Saehan Bancorp and receipt of necessary regulatory approvals.
Under the terms of the merger agreement each Saehan Bancorp share will be converted to a right to receive, subject to allocation procedures and certain limitations, either (i) 0.06080 shares of Wilshire Bancorp common stock or (ii) $0.4247 in cash or (iii) a unit consisting of Wilshire Bancorp common stock and cash. Saehan Bancorp shareholders will receive a fixed amount of cash totaling approximately $50.4 million and a fixed amount of Wilshire Bancorp common stock totaling approximately 7.2 million shares. The actual value received by Saehan Bancorp shareholders on a per share basis for those receiving Wilshire common stock will fluctuate based on Wilshire Bancorp’s stock price.
Wilshire was advised in this transaction by Macquarie Capital, as financial advisor, and Hunton & Williams LLP, as legal counsel. Saehan was advised by B. Riley & Co., as financial advisor, and King, Holmes, Paterno & Berliner, as legal counsel.
Additional Financial Information
- As of March 31, 2013, Saehan Bancorp had total assets of $542.3 million, total net loans of $365.4 million, and total deposits of $458.3 million.
- On a proforma basis, including the pending acquisitions of BankAsiana and Saehan Bancorp, as of March 31, 2013, Wilshire Bancorp would have approximately $3.5 billion in total assets, $2.7 billion in net loans, and $2.8 billion in total deposits
ABOUT WILSHIRE BANCORP
Headquartered in Los Angeles, Wilshire State Bank operates 25 branch offices in California, Texas, New Jersey and New York, and eight loan production offices in Dallas and Houston, TX, Atlanta, GA, Aurora, CO, Annandale, VA, Fort Lee, NJ, Newark, CA, and Bellevue, WA, and is an SBA preferred lender nationwide. Wilshire State Bank is a community bank with a focus on commercial real estate lending and general commercial banking, with its primary market encompassing the multi-ethnic populations of the Los Angeles Metropolitan area.
ABOUT SAEHAN BANCORP
Saehan Bancorp is a bank holding company with headquarters in Los Angeles, California. Its wholly owned subsidiary, Saehan Bank, offers a comprehensive range of financial solutions to meet the needs of multi-ethnic communities in the United States. Saehan Bancorp is committed to satisfying customers and creating shareholder value. Its ten retail branch offices, International Department and SBA Department focus on fulfilling these commitments to customers and shareholders.