BB&T completed its purchase of BankAtlantic on Tuesday after passing its final regulatory hurdle in a deal that elevates BB&T’s presence in South Florida and closes the final chapter on a 60-year-old homegrown financial institution.
The Federal Reserve Board of Governors and the Federal Deposit Insurance Corp. approved BB&T’s purchase early Tuesday, which gives the bank 78 branches with about $2.1 billion in loans and $3.3 billion in deposits in an area coveted by banks.
Doubling its deposits here, BB&T moves to No. 6 in the South Florida market with a 4 percent share of deposits. The purchase also allows it to move up a rung nationally, rising from the 18th largest bank in the country to the 17th, with 1.4 percent of the nation’s bank deposits, according to the Federal Reserve Board. BB&T is based in Winston Salem, N.C.
BB&T’s president for South Florida, Mike Oster, said the bank has so far given job offers to 650 of BankAtlantic’s 970 employees and more are expected as BB&T completes its transition, replacing BankAtlantic’s name on branches and converting its systems by the end of the year.
As to BankAtlantic’s headquarters building in Fort Lauderdale, which is part of the purchase, BB&T is still analyzing whether it will keep it or put it up for sale, Oster said
BB&T is also in negotiations regarding changing the name of BankAtlantic Center in Sunrise.
“The negotiations and conversations are very positive,” Oster said.
Anticipating the regulatory approvals, documents for the sale of the bank were ready to be signed Tuesday, using emails and faxes, said BankAtlantic Bancorp Chairman and Chief Executive Alan B. Levan.
“This transaction is bittersweet for us, obviously, because we have such a long history of building BankAtlantic, and there are so many wonderful people at BankAtlantic,” Levan said.
The purchase, revised after an initial deal was barred by a judge, also provides for BB&T to assume the holding company’s $285 million of outstanding trust preferred securities.
Debt holders, including New York-based hedge fund Hildene Capital, had filed suit in November, after BankAtlantic announced its original deal. At the end of February, a Delaware judge barred the sale, saying the sale of the majority of BankAtlantic’s assets would trigger a need for immediate debt repayment.
Most other aspects of the first deal remained the same, including the total of $10 million in non-compete agreement payments and severance for Levan, BankAtlantic Bancorp Vice Chairman Jack E. Abdo, and Levan’s son, BankAtlantic Chief Executive Jarett Levan, which were revealed in the judge’s order.
BB&T will get repaid for assuming the $285 million of debt through a new limited liability company, which is owned by BB&T and BBX Capital. Simultaneously with Tuesday’s closing, BankAtlantic Bancorp was renamed BBX Capital.
BBX Capital will put $411 million of loans and real estate into the LLC, which will have a life of seven years, Levan said. BB&T will hold a 95 percent interest in the LLC; BBX, a 5 percent interest
As the $411 million in loans and property is turned into cash, it will be used to pay back the $285 million debt. After that, 100 percent of the remainder will go back to BBX Capital.
BBX Capital will also retain about $175 million of commercial real estate loans and real estate that it plans to turn into cash as the market improves. It also gets the proceeds of a 9 percent premium BB&T is paying for deposits. The company will have a staff of about 40 to 50 people in offices in downtown Fort Lauderdale, Levan said.
BankAtlantic, founded in 1952, has a storied history, and experienced rough times during the recession, including mounting financial losses, cease-and-desist orders from federal banking regulators, a still-pending SEC lawsuit and other suits.
The Federal Reserve Board approved BB&T’s purchase, after taking into consideration various comments from the public, including those related to the Community Reinvestment Act. BankAtlantic had received a “Needs to Improve,” rating on its latest report in 2010, and BB&T’s ratings have been “satisfactory.”
Miami economist and independent banking consultant Ken Thomas had submitted a comment, asking that regulators grant “conditional” approval, due to his concerns over both banks’ “less than outstanding community reinvestment and fair lending performance.”
“We need banks that are going to help us in our recovery,” Thomas said Tuesday.
In its approval, the Federal Reserve Board said BB&T “has committed to correct BankAtlantic’s deficiencies,” and “to improve BankAtlantic’s processes, procedures and practices for compliance with CRA.”
Founded in North Carolina in 1872 by Alpheus Branch — its name stands for Branch Banking & Trust — BB&T operates 1,800 branches in 12 states and Washington, D.C., and has more than 33,000 employees. The bank entered the South Florida marked in 2009 when it bought Colonial Bank.
The Fed concluded in its report that BB&T’s purchase of BankAtlantic, “will result in additional benefits to consumers currently served by BankAtlantic,” citing, among other factors, a broader range of financial products and services, a higher lending limit, and an expanded range of commercial and consumer loan products.
“We can cover the waterfront in terms of the breadth of products, and it doesn’t matter how big or small you are, we can provide a lot of financial solutions,” Oster said. “We just think this is going to be a perfect fit.”