Key Developments For First Mariner Bancorp
First Mariner Bancorp (FMAR.O) (Consolidated Issue listed on NASDAQ Global Market)
First Mariner Bancorp Reaches Agreement To Sell Mariner Finance
First Mariner Bancorp announced that it has reached an agreement to sell its consumer finance company subsidiary, Mariner Finance, LLC, for a purchase price of approximately $10.5 million. The transaction is expected to close by December 15, 2009. First Mariner Bancorp entered into a Contribution and Joint Venture Agreement with MF Holdco, LLC, a newly formed Delaware limited liability company sponsored by Milestone Partners, a middle market private equity firm. First Mariner will contribute all of its equity interest in Mariner Finance to MF Raven Holdings, Inc., a newly formed Delaware corporation in exchange for 5% of that corporation's common stock, valued at $675,000, and approximately $9.825 million in cash. Under terms of the agreement, approximately $8.775 million will be paid to First Mariner at closing, and an additional $1.05 million will be placed in an escrow account, with one-half of the funds distributed to First Mariner after the final determination of Mariner Finance's closing net assets, and the remainder distributed 18 months after the closing. The amounts distributed from escrow may be reduced to satisfy indemnification claims against First Mariner under the agreement. The proceeds of the sale will be used to increase the capital reserves of First Mariner Bancorp's wholly owned First Mariner Bank.
First Mariner Bancorp Announces President Change-Form 8-K
First Mariner Bancorp reported in its Form 8-K that On May 20, 2009, Joseph A. Cicero would retire on May 22, 2009 as the President of the Company. Effective May 22, 2009, Mark A. Keidel, was appointed as President and Chief Operating Officer of the Company and as Executive Vice President and Chief Operating Officer of the Bank.
First Mariner Bancorp Announces Balance Sheet Restructuring; Issues Q4 '06, FY '06, and FY '07 Earnings Guidance Below Analysts' Estimates
First Mariner Bancorp announced that it has completed a balance sheet restructuring through the sale of investment securities and the repayment of borrowings. The restructuring included the sale of approximately $100 million of fixed rate investment securities yielding approximately 3.85%, and extinguishing $100 million of short-term debt currently costing 5.45%. The sale of the securities will result in an approximate realized pretax loss of $3.0 million in the fourth quarter of 2006. Including the impact of the restructuring, management expects the Company to report an after tax loss for the quarter of $1.5-$2.0 million. The Company cited slower than anticipated loan growth, the inverted yield curve, flattening deposit service charges, and the impact of weakness in the residential housing sector as the significant factors impacting fourth quarter operating results. For fiscal 2006, the Company expects to report a profit of approximately $4.0-$4.5 million, including the restructuring charge. In light of the most recent quarter trends and the restructuring, the Company has revised guidance for earnings per share in 2007 to a range of $1.10 and $1.25. According to Reuters Estimates, analysts expected the Company to earn $2.14 million for the fourth quarter, $8.22 million for fiscal 2006, and 1.38 per share for fiscal 2007.
First Mariner Bancorp Announces Placement of New Preferred Securities
First Mariner Bancorp announced that it has completed a $10 million placement of Floating Rate Preferred Securities through its wholly owned subsidiary, Mariner Capital Trust V. The preferred securities have a final maturity date of October 8, 2033, and are callable at their par value beginning October 8, 2008. The Preferred Securities bear interest at a rate of 3-month LIBOR plus 3.15%, reset quarterly.
First Mariner Bancorp Announces Placement of New Preferred Securities
First Mariner Bancorp announced that it has completed a $12 million placement of Floating Rate Preferred Securities through its wholly owned subsidiary, Mariner Capital Trust IV. The preferred securities have a final maturity date of August 18, 2033, and are callable at their par value beginning August 18, 2008. The Preferred Securities bear interest at a rate of 3-month LIBOR plus 3.05%, reset quarterly.
