United Western Bancorp, Inc. (NASDAQ: UWBK) (the "Company”), today
announced that its federal savings bank subsidiary, United Western Bank®
(the "Bank”), has entered into a definitive agreement whereby the Bank
has agreed to purchase from Legent Group, LLC all of the outstanding
equity interests in Legent Clearing, LLC, for a combination of
$13,000,000 cash, and equity in the form of 2,419,688 shares of the
Company’s common stock, subject to final closing adjustments for certain
provisions as provided for in the purchase agreement. The closing of the
acquisition is subject to receipt of all regulatory approvals.
The acquisition of Legent Clearing will give the Bank access to lower
cost client deposits as a source of liquidity for the Bank. The
acquisition is expected to increase deposits by an estimated $400
million. Legent Clearing’s business is highly scalable from an organic
growth and potential acquisition standpoint and it has the ability to
create attractive fee revenues for the Bank and the Company.
Legent Clearing is a FINRA member firm providing securities clearing and
other services to correspondent FINRA member firms, including
transactional, clearing and settlement services and operations
outsourcing services. Its correspondent roster has about 79
broker/dealers, processing more than 590,000 transactions monthly with
over 270,000 individual accounts. Securities clearing and settlement is
the process of matching, recording and processing transaction
instructions and exchanging payment between counterparties for
broker/dealers and their clients making securities trades. Revenues for
these firms come from margin loan interest, trade charges, managing
customer deposit balances, banking fees, and other fee income.
Guy A. Gibson, Chairman of the Company’s Board of Directors said, "We
are pleased to announce the execution of this purchase agreement, and we
are confident that the acquisition of Legent Clearing will provide
access to lower cost client deposits for the Bank. We also view this as
an attractive fee revenue opportunity, and an opportunity for Legent
Clearing to grow in the securities clearing firm market. We expect the
acquisition to be accretive to earnings within 12 months of closing.”
Mr. Gibson continued by saying, "We also feel Ric Duques will be a
wonderful addition to our Board of Directors in an advisory capacity.”
Henry "Ric” Duques, controlling owner of Legent Group, LLC said, "I am
excited about the transaction and the potential for the combined
businesses. Through my experience with First Data Corp. and its
subsidiary Western Union with their extensive history of electronic
transaction processing for commercial and banking companies, I know
first-hand the enormous potential and benefits of a combination of a
financial processing company such as Legent Clearing with a banking
institution, such as United Western Bank.”
Chris Frankel, who will remain with Legent Clearing as CEO, added, "The
combination of a business like Legent with a financial institution such
as United Western Bank is something that I had hoped to be part of for
the last several years. It affords us the opportunity to continue to
provide all the benefits of a service centric and nimble clearing
partner along with the financial and intellectual resources to more
effectively compete in our space.”
James R. Peoples, Chairman, CEO and President of United Western Bank
said, "It really is a win-win situation for both companies. Legent
Clearing benefits from our capabilities as a commercial bank and the
Bank benefits from Legent Clearing’s low-cost deposits as well as its
expertise and national presence in the clearing business.”
The Company has filed a report on Form 8-K describing the transaction in
further detail on June 15, 2010.
Conference Call
Any investor or interested individual can listen to the teleconference,
which is scheduled to begin at 9:00 AM MDT (11:00 AM EST) on Wednesday,
June 16, 2010. To participate in the teleconference, please call
toll-free 1-877-317-6789 (Canada: 1-866-605-3852; Other International:
+1-412-317-6789) approximately 10 minutes prior to the start time. There
will be an accompanying presentation available on our website at www.uwbancorp.com,
and accessing the Investor Relations tab, or by accessing http://www.talkpoint.com/viewer/starthere.asp?Pres=131309.
For those unable to attend, an archive of the conference call and
presentation will be hosted on these websites.
About United Western Bancorp, Inc.
Denver-based United Western Bancorp, Inc. is focused on developing its
community-based banking network through its subsidiary, United Western
Bank®, by strategically positioning branches across Colorado’s Front
Range market and certain mountain communities. United Western Bancorp,
Inc. and its subsidiaries offer deposit services to institutional
customers and custodial, administrative, and escrow services through its
wholly owned subsidiary, UW Trust Company. For more information, please
visit our web site at www.uwbancorp.com.
Forward-Looking Statements
This press release contains certain statements that may be deemed to
be "forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995 that are subject to significant
risks and uncertainties.
Forward-looking statements include
information concerning Legent Clearing, LLC, ("Legent Clearing”), the
likelihood of regulatory approval of the acquisition of Legent Clearing
by United Western Bank, the impact to the financial performance of
United Western Bank following the acquisition of Legent Clearing and
other statements.
These statements often include terminology such as "may,” "will,”
"expect,” "anticipate,” "predict,” "believe,” "plan,” "estimate,”
"continue,” "could,” "should,” "would,” "intend,” "projects,” or the
negative thereof or other variations thereon or comparable terminology
and similar expressions.
As you consider forward-looking
statements, you should understand that these statements are not
guarantees of performance or results.
They involve risks,
uncertainties and assumptions that could cause actual results to differ
materially from those in the forward-looking statements.
These
factors include, but are not limited to: the successful completion of
the acquisition of Legent Clearing by United Western Bank; the continued
performance of Legent Clearing; the receipt of regulatory approval of
the proposed acquisition; the successful implementation of our community
banking strategies; the ability to secure, timing of, and any conditions
imposed thereon of any, regulatory approvals or consents for new
branches or other contemplated actions; the availability of suitable and
desirable locations for additional branches; the continuing strength of
our existing business, which may be affected by various factors,
including but not limited to the failure of United Western Bank to
receive certain regulatory approvals that are predicates to the closing
of the Legent Clearing acquisition; the performance of the securities
markets in the United States, interest rate fluctuations, level of
delinquencies, defaults and prepayments, increased competitive
challenges, and expanding product and pricing pressures among financial
institutions; changes in financial market conditions, either
internationally, nationally or locally in areas in which we conduct our
operations, including without limitation, reduced rates of business
formation and growth, commercial and residential real estate
development, real estate prices and other recent problems in the
commercial and residential real estate markets; demand for loan products
and financial services; unprecedented fluctuations in markets for
equity, fixed-income, commercial paper and other securities, including
availability, market liquidity levels, and pricing; increases in the
levels of losses, customer bankruptcies, claims and assessments; the
extreme levels of volatility and limited credit currently being
experienced in the financial markets; changes in political and economic
conditions, including the economic effects of terrorist attacks against
the United States and related events; legal and regulatory developments,
such as changes in fiscal, monetary, regulatory, trade and tax policies
and laws, including policies of the U.S. Department of Treasury and the
Federal Reserve Board, and our participation, or lack thereof, in
governmental programs implemented under the Emergency Economic
Stabilization Act (the "EESA”) and the impact of such programs and
related regulations on our business and on international, national, and
local economic and financial markets and conditions.
Additional information concerning these and other factors that may
cause actual results to differ materially from those anticipated in
forward-looking statements is contained in the "Risk Factors” section
included in the Company’s Annual Report on Form 10-K filed March 15,
2010, and in the Company’s other periodic reports and filings with the
Securities and Exchange Commission. The Company cautions investors not
to place undue reliance on the forward-looking statements contained in
this press release.
Any forward-looking statements made by the Company speak only as of
the date on which the statements are made and are based on information
known to us at that time. The Company does not intend to update or
revise the forward-looking statements made in this press release after
the date on which they are made to reflect subsequent events or
circumstances, except as required by law.
