Merger, Century BankThursday, November 29, 2007
Century Bank of Parma, Liberty Bank of Beachwood, to merge, go public
Teresa Dixon Murray, Business Reporter, The Plain Dealer
In an unusual deal, two companies that are wildly different, Century Bank of Parma and Liberty Bank of Beachwood, are merging and going public.
Unlike many mergers, which are aimed at efficiency and saving money, this one "is a matter of synergies," said William Valerian, Liberty's chairman, president and chief executive, who will hold the top position at the new bank holding company.
Century's president and chief executive, Jeffrey Calabrese, meanwhile, will be president and chief executive of the bank.
Formally, Century is buying Liberty for about $35.9 million. The new bank will be known as Century Commercial Bancorp Inc.
Century Bank plans to convert from a mutual to a public company. Shares of common stock will be offered to people who were depositors of Century as of Sept. 30, 2006.
Stock also may be available through a community offering. The number and price of the shares will be announced after an independent appraisal.
According to the agreement, Liberty Bank shareholders will receive $45 a share in either stock of the new company, cash or a combination. The deal is expected to close next spring.
The new bank will have eight branches and nearly $400 million in assets. All of the two banks' 82 employees are expected to remain on board, and all of the top management will keep executive positions, Valerian said.
Century and Liberty are "very dissimilar," Valerian said. Liberty, founded in 1990 in Beachwood, focuses on commercial lending and small-business customers and does little mortgage lending. Century, founded in 1919 in Parma, does considerable mortgage lending and is more of a community bank.
"What we need, they do. What they need, we do," Valerian said. "Everything pretty much fits.
He added that Liberty shareholders will benefit from getting value from their investment; Century depositors will have the chance to become shareholders; employees will have more opportunities; and customers will have access to more products and branches.
Century, with five offices in Cuyahoga, Lake and Medina counties, has assets of $146 million. Liberty, with offices in Beachwood, Solon and Twinsburg, has assets of $228 million.