Harwood Feffer LLP Announces Investigation of Stonegate Bank
Date : 03/28/2017 @ 6:04PM
Source : PR Newswire (US)
Stock : Stonegate Bank (MM) (SGBK)
Quote : 47.62 -0.29 (-0.61%) @ 11:20AM

Harwood Feffer LLP Announces Investigation of Stonegate Bank


NEW YORK, March 28, 2017 /PRNewswire/ -- Harwood Feffer LLP (www.hfesq.com) is investigating potential claims against the board of directors of Stonegate Bank ("Stonegate" or the "Company") (NASDAQ: SGBK) concerning the proposed acquisition of the Company by Home BancShares, Inc. ("Home Bancshares").

Under the terms of the offer, Home Bancshares would acquire Stonegate in a transaction valued at approximately $778 million. Pursuant to the terms of the transaction, shareholders of Stonegate will receive proceeds from the transaction of approximately $749.8 million.

Our investigation concerns whether the Stonegate board of directors is fulfilling its fiduciary duties, maximizing the value of the Company, disclosing all material benefits and costs, and obtaining full and fair consideration for Company stockholders.

If you own Stonegate shares and wish to discuss this matter with us, or have any questions concerning your rights and interests with regard to this matter, please contact:

Robert I. Harwood, Esq.
Benjamin I. Sachs-Michaels, Esq.
Harwood Feffer LLP
488 Madison Avenue
New York, New York 10022
Phone Numbers: (877) 935-7400
(212) 935-7400
Email: bsachsmichaels@hfesq.com
Website: http://www.hfesq.com
Follow us on Twitter: @HarwoodFeffer

Harwood Feffer has been representing individual and institutional investors for many years, serving as lead counsel in numerous cases in federal and state courts. Please visit the Harwood Feffer LLP website (http://www.hfesq.com) for more information about the firm.

Attorney Advertising. The law firm responsible for this advertisement is Harwood Feffer LLP (www.hfesq.com). Prior results do not guarantee or predict a similar outcome with respect to any future matter.

To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/harwood-feffer-llp-announces-investigation-of-stonegate-bank-300430789.html

SOURCE Harwood Feffer LLP

Copyright 2017 PR Newswire

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SGBK moved from OTCBB to the Nasdaq NGS:

http://www.otcbb.com/asp/dailylist_detail.asp?d=05/27/2014&mkt_ctg=OTCBB

Stonegate Bank Reports Net Income of $2.0 Million for First Quarter 2014
Date : 04/22/2014 @ 4:42PM
Source : Marketwired
Stock : Stonegate Bank (fort Lauderdale Fl) (QB) (SGBK)
Quote : 23.9 0.0 (0.00%) @ 5:32AM

Stonegate Bank Reports Net Income of $2.0 Million for First Quarter 2014
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Stonegate Bank (fort Lauderdale Fl) (QB) (OTCBB:SGBK)


Stonegate Bank Reports Net Income of $2.0 Million for First Quarter 2014

POMPANO BEACH, FL--(Marketwired - Apr 22, 2014) - Stonegate Bank (OTCBB: SGBK)

First Quarter 2014 Highlights:

$1.7 billion in total assets
Net income of $2,058,000 for the first quarter of 2014
33 straight quarters of profitability
2014 first quarter average net interest margin of 3.52%
Tier 1 risk based capital ratio of 13.50% at March 31, 2014
Form 10 Securities Registration Statement filed on March 28, 2014
NASDAQ application filed

Stonegate Bank (OTCBB: SGBK) reported net income of $2,058,000 in the first quarter of 2014 or 20.4 cents per share, as compared to net income of $2,293,000 or 27.8 cents per share in the first quarter of 2013. In the first quarter the Bank incurred approximately $775,000 in merger related expenses in connection with the January 15th acquisition of Florida Shores Bancorp and its subsidiaries. In addition, the Bank had $72,000 in fees related to the filing of the Registration Statement. The following chart outlines expenses incurred in the first quarter and anticipated expenses associated with the April 25th conversion of Florida Shores, and any fees associated with the Registration Statement:
1st Quarter Anticipated 2nd Quarter
Data Processing $123,000 $520,000
Legal 109,000 30,000
Employee payments 432,000 425,000
Consulting 153,000 -
Contract buyouts - 105,000
Lease terminations - 785,000
NASDAQ fee 25,000 100,000
Other 5,000 10,000
Total $847,000 $1,975,000

Management expects the majority of the cost saves related to the Florida Shores merger will be realized by June of this year.

Income and Expenses:
Total interest income increased from $10 million in the first quarter of 2013 to $14.5 million in the first quarter of 2014. Total interest expense remained essentially flat between the first quarter of 2013 when compared to the first quarter of 2014. This occurred even though total deposits increased $627 million period to period. Further, the Bank's cost of funds decreased 30 basis points from March 2013 through March 2014. This resulted in net interest income increasing from $8.3 million in the first quarter of 2013 to $12.7 million in the first quarter of 2014.

Total non-interest income increased to $1,435,000 in the first quarter of 2014 from $856,000 in the first quarter of 2013. The significant components of this increase were fees received on loans under certain legal arrangements of $210,000 and loan prepayment fees of $92,000.

Non-interest expense increased to $10.4 million for the first quarter of 2014 from $6.0 million for the first quarter of 2013. The majority of this increase is attributable to the addition of the Florida Shores franchise, plus merger and NASDAQ listing related expenses.

Margin and Cost of Funds:
Total cost of funds declined from 0.82% March 2013 month-to-date average to 0.52% March 2014 month-to-date average. Stonegate Bank's net interest margin declined from a first quarter 2013 average of 3.74% to 3.52% first quarter 2014 month to date average. The increase in Cash and Federal Funds Sold of nearly $204 million largely accounted for the decrease in the net interest margin. This increase is primarily due to the liquidation of the investment portfolios of the Florida Shores Banks.

Balance Sheet and Capital:
Total assets grew from $1.04 billion on March 31, 2013 to $1.71 billion on March 31, 2014, a $670 million increase. Total loans increased $456 million, from $724 million on March 31, 2013 to $1.18 billion on March 31, 2014. Total deposits increased $627 million, from $846 million on March 31, 2013 to $1.47 billion on March 31, 2014. Non-interest bearing deposits represent 17.6% of total deposits. Total capital grew to $187.9 million as of March 31, 2014. This includes $12.75 million of preferred stock issued to the Small Business Lending Fund. This $12.75 million was the amount held by Florida Shores at the time of acquisition. Management expects to redeem the preferred stock during the second quarter of 2014. Total common equity grew from $127.6 million on March 31, 2013 to $175.1 million on March 31, 2014. The tangible book value of common shares of Stonegate Bank was $15.48 per share on March 31, 2014.

Asset Quality:

Total Stonegate Bank
(dollars in thousands) March 31,
2014 December 31, 2013
Total loans $1,180,719 $812,009
30 days past due 917 202
60 - 89 days 483 -
NPAs 8,336 6,627
REO 1,461 2,120

The chart above shows the various categories and ending balances of past due loans, nonaccrual loans as well as real estate owned. At March 31, 2014, non-performing loans represented 0.70% of total loans and 0.48% of total assets.

Real estate owned declined from $2.1 million on December 31, 2013 to $1.4 million on March 31, 2014. The Bank's loan loss reserve was $18.0 million on March 31, 2014. This reserve represents 215% of all non-performing loans and 1.52% of total loans. Total loans past due more than 30 days increased from $202,000 on December 31, 2013 to $1,400,000 on March 31, 2014.

Management Comments:

"Overall our performance was solid in the first quarter," said Dave Seleski, President and Chief Executive Officer. "While actual earnings were less than the prior year, earnings and earnings per share would have been higher in 2014 than 2013 if non-recurring items were eliminated from both years. Earnings per share would have been approximately 26 cents per share for the first quarter of 2014 if the one-time costs, tax-effected, of $534,000 for the merger and Registration Statement were not included as expense in 2014. For 2013, if the $477,000 gains on sales of securities were not included, tax effected, earnings per share would have been approximately 22 cents per share for the first quarter of 2013. This apples to apples comparison is remarkable given that the majority of cost saves associated with the Florida Shores transaction have not been fully realized and the Bank increased its overall share count by over 1.8 million shares. It is also important to point out that the actual dilution was 4.1% while the original tangible book dilution was projected to be 6.0%. Even though earnings will be less in the 2nd quarter due to Florida Shores and NASDAQ transactional costs, management is confident that overall cost saves and efficiencies will improve in the 3rd quarter and lead to an acceptable return to our investors.

"Many of you are aware that the Bank filed its Registration Statement on March 28th. We expect that the Bank will be listed on NASDAQ by the end of May. This should be a positive for our investors and provide additional liquidity and transparency.

"Going forward the Bank is going to continue to capitalize on the improving Florida economy. The focus ahead will be to expand in our existing markets in order to increase overall market share and improve efficiencies," said Dave Seleski, president and Chief Executive Officer of Stonegate Bank.

The Bank cautions that certain statements contained in this press release are "forward-looking statements" as defined under the Private Securities Litigation Reform Act of 1995, which statements are made pursuant to the "safe harbor" provisions of such Act. These forward-looking statements describe future plans or strategies and may include the Bank's expectations of future financial results. The words "believe," "expect," "anticipate," "estimate," "project," and similar expressions identify forward-looking statements. The Bank's ability to predict results or the effect of future plans or strategies or qualitative or quantitative changes is inherently uncertain. Actual results may differ materially from stated expectations. Specific factors include, but are not limited to, changes in general market interest rates, changes in general economic conditions and those specific to the Bank's market area, legislative/regulatory changes, monetary and fiscal policies of the U.S. Treasury and the Federal Reserve, changes in the quality or composition of the Bank's loan portfolios, demand for loan products, changes in deposit flows, real estate values, and competition and other economic, competitive, governmental, regulatory and technological factors affecting the Bank's operations, pricing, products and services. The Bank makes periodic filings to the Federal Deposit Insurance Corporation which contain various Bank financial information, copies of which are available from the Bank without charge. The Bank disclaims any obligation to update any such factors or to publicly announce the results of any revisions to any forward-looking statements contained in this release to reflect future events or developments.

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Stonegate Bank Announces Filing of Form 10 Registration Statement
Date : 03/31/2014 @ 9:55AM
Source : Marketwired
Stock : Stonegate Bank (fort Lauderdale Fl) (QB) (SGBK)
Quote : 23.55 -0.02 (-0.08%) @ 11:55AM

Stonegate Bank Announces Filing of Form 10 Registration Statement
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Stonegate Bank (fort Lauderdale Fl) (QB) (OTCBB:SGBK)


Today : Monday 31 March 2014

Stonegate Bank Announces Filing of Form 10 Registration Statement

POMPANO BEACH, FL--(Marketwired - Mar 31, 2014) - Stonegate Bank (OTCBB: SGBK) (the "Bank") announced today that it has filed a registration statement on Form 10 with the Federal Deposit Insurance Corporation (the "FDIC") to register its shares of common stock, $5.00 par value per share ("Common Stock"), pursuant to Section 12(b) of the Securities Exchange Act of 1934 (the "Exchange Act"). The Bank expects the registration statement to become effective 60 days after the date of filing, which will be May 28, 2014. Once the registration statement becomes effective, the Bank will be required to comply with the periodic reporting requirements of the Exchange Act by filing periodic and current reports, as well as certain other information, with the FDIC. In connection with the registration of its Common Stock under the Exchange Act, the Bank is also preparing to file an application to list its shares of Common Stock on the NASDAQ Stock Market, LLC. If approved, the Bank anticipates that its shares of Common Stock will begin trading on NASDAQ in late May 2014.

"This registration and ultimate listing on NASDAQ will provide additional liquidity to our shareholders going forward," stated David Seleski, President and CEO of Stonegate Bank. "In addition, financial transparency should increase the profile of the Bank and attract additional investors and increased interest from financial analysts."

About Stonegate Bank
Stonegate Bank is a Florida-chartered commercial bank headquartered in Pompano Beach, Florida. The Bank is a full-service commercial bank providing a wide range of business and consumer financial services in its target market area, which is comprised primarily of Broward, Charlotte, Collier, Hillsborough, Lee, Miami-Dade, Palm Beach and Sarasota Counties in Florida, through its 17 banking offices. The Bank's principal executive office and mailing address is 400 North Federal Highway, Pompano Beach, Florida 33062 and its telephone number is (954) 315-5500.

FORWARD-LOOKING STATEMENTS
Forward-looking statements in this Press Release are based on current plans and expectations that are subject to uncertainties and risks, which could cause the Bank's future results to differ materially. The following factors, among others, could cause the Bank's actual results to differ: the strength of the United States economy in general and the strength of the local economies in which the Bank conducts its operations; the loss of the Bank's key personnel; the accuracy of the Bank's financial statement estimates and assumptions, including the Bank's allowance for loan losses; the Bank's need and its ability to incur additional debt or equity financing; the Bank's ability to execute its growth strategy through expansion; inflation, interest rate, market and monetary fluctuations; the effects of the Bank's lack of a diversified loan portfolio, including the risk of geographic concentration; the frequency and magnitude of foreclosure of the Bank's loans; effect of changes in the stock market and other capital markets; legislative or regulatory changes; the effects of harsh weather conditions, including hurricanes; the Bank's ability to comply with the extensive laws and regulations to which it is subject; changes in the securities and real estate markets; increased competition and its effect on pricing; technological changes; changes in monetary and fiscal policies of the U.S. Government; the effects of security breaches and computer viruses that may affect the Bank's computer systems; changes in consumer spending and saving habits; changes in accounting principles, policies, practices or guidelines; anti-takeover provisions under Federal and state law as well as the Bank's Articles of Incorporation and bylaws; and the Bank's ability to manage the risks involved in the foregoing. Additional factors can be found in the Bank's Registration Statement on Form 10 and the Bank's other filings with the FDIC, which are available at the FDIC's internet site (http://www2.fdic.gov/efr). Forward-looking statements in this Press Release speak only as of the date of the Press Release, and the Bank assumes no obligation to update forward-looking statements or the reasons why actual results could differ.

MEDIA CONTACT:
Ansley Campbell
Email Contact

Sissy DeMaria
Email Contact

Kreps DeMaria
(305) 663-3543


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Stonegate Bank Declares Dividend

The Board of Directors of Stonegate Bank (OTCBB: SGBK) declared a quarterly cash dividend of $0.04 per share, payable on September 27, 2013. The September 27, 2013, dividend is payable to shareholders of record at the close of business on September 18, 2013.

http://ih.advfn.com/p.php?pid=nmona&article=59188292

Stonegate Bank to Acquire Florida Shores Bancorp

FORT LAUDERDALE, FL--(Marketwired - Sep 5, 2013) - Stonegate Bank (OTCBB: SGBK) announced today the signing of a definitive agreement by which Stonegate will acquire all the operations of Florida Shores Bancorp and its two subsidiary banks, Florida Shores Bank - Southeast and Florida Shores Bank - Southwest, including the minority interests in the subsidiary banks held by other investors. Management expects the combination, which will increase the total assets of Stonegate Bank to $1.7 billion, will place Stonegate as the 15th largest Florida bank by total assets. These transactions are valued at approximately $48.8 million based on Florida Shores Bancorp's consolidated financial statements as of June 30, 2013. This valuation, the final purchase price and the consideration to be received by shareholders of the three Florida Shores entities, will be subject to final pricing adjustments which will be determined prior to closing.

http://finance.yahoo.com/news/stonegate-bank-acquire-florida-shores-123831865.html

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