EXHIBIT 99.1
Monday October 30, 8:37 am Eastern Time
Press Release
SOURCE: Wachovia Corporation
Wachovia Expands Florida Presence With
Acquisition Of Republic Security Financial
Corp.
WINSTON-SALEM, N.C., Oct. 30 /PRNewswire/ -- Wachovia Corporation (NYSE:
WB - news) and Republic Security Financial Corporation (Nasdaq: RSFC - news)
today announced that they have reached a definitive agreement for Wachovia to
acquire Republic Security Financial, a bank holding company based in West
Palm Beach, Fla., and parent to Republic Security Bank.
At Sept. 30, 2000, Republic Security Financial had assets of $3.4 billion
and deposits of $2 billion. Republic Security Bank, the largest independent
commercial bank in Florida, operates 99 banking facilities in 11 counties.
The bank has 40 branches located in Palm Beach County, 25 in Broward County
and 11 in Dade County. Branches also are located in Alachau, Hillsborough,
Lee, Marion, Martin, Orange, Pasco and St. Lucie counties.
The total purchase price will be $344 million in Wachovia common shares.
The agreement provides for a tax-free exchange of Wachovia common shares
valued at $7.00 for each RSFC common share with the exchange ratio a
minimum of .1245 and a maximum of .1521 Wachovia common shares for each
RSFC share. The transaction is subject to approval by regulatory
authorities and RSFC shareholders and is expected to close in the first
quarter of 2001. The transaction is structured as a purchase and will
result in after-tax integration expenses of approximately $8 million.
Republic Security agreed to a termination fee of $15 million in connection
with the transaction.
The acquisition will continue to build on Wachovia's presence in Florida,
which Wachovia entered in 1997 through the acquisition of Ameribank
Bancshares and 1st United Bancorp. Following completion of the merger,
Wachovia will rank 10th in the state based on deposits and third in Palm
Beach County, the third-largest banking market in the state based on
deposits. Wachovia's presence also will be enhanced in Dade and Broward
counties, the two largest banking markets in the state.
"The merger will bring more than 178,000 new customers to Wachovia,
providing abundant opportunities to offer the broad array of Wachovia
services, including retail financial services, asset and wealth management
and commercial banking," said Stanhope A. Kelly, head of Wachovia's Banking
Division.
"This will enable Wachovia to strengthen its current presence in the
Florida market, particularly in Palm Beach and Ft. Lauderdale," said D.
Gary Thompson, Wachovia chief executive officer for Georgia and Florida
Banking. "It also will give us entry into the highly attractive Miami
market."
Republic Security Financial Corporation, which has 850 employees, has four
primary operating groups: business banking, personal banking, mortgage
banking and trust and investments. In addition, through its RS Maritime
Corporation subsidiary, operating as First New England Financial, the
company offers marine lending across the United States.
"This merger is the culmination of many years of building our business and
preparing to deliver a first-rate business combination," said Rudy E.
Schupp, chairman, chief executive officer and president of Republic
Security, who will become chairman of Florida Banking for Wachovia. "It is
appropriate at this time that we join with a major national bank that
shares our customer service focus to continue building the best bank in
Florida."
Wachovia expects to achieve significant cost and revenue synergies by
eliminating redundant support functions and facilities and expanding
product offerings to Republic Security's customer base.
Wachovia Corporation, with dual headquarters in Atlanta and Winston-Salem,
N.C., is a leading financial holding company serving regional, national and
international markets. As of Sept. 30, 2000, Wachovia had assets of $72
billion. Member companies offer consumer and commercial banking, bank card,
asset and wealth management, capital markets and investment banking,
brokerage and insurance services. Wachovia Bank, N.A. has nearly 700
offices and 1,400 ATMs in Florida, Georgia, North Carolina, South Carolina
and Virginia.
In Florida, Wachovia has five corporate services offices and 38 branches in
Brevard, Broward, Hillsborough, Martin, Orange and Palm Beach counties. In
June, Wachovia Corporation completed its acquisition of Commerce National
Corporation, the parent of the National Bank of Commerce, which has three
offices in Winter Park, Fla. National Bank of Commerce began operating as
Wachovia on Oct. 20. On Wednesday, Nov. 1, Wachovia expects to complete its
acquisition of DavisBaldwin Inc., a Tampa-based insurance agency that
specializes in property and casualty insurance services for commercial
customers. DavisBaldwin is the largest privately held insurance broker in
Florida.
OFFITBANK, a subsidiary of Wachovia Corporation based in New York City that
offers services to wealth management clients, has representative offices in
Miami, San Francisco, Atlanta and Charlotte, Greensboro and Winston-Salem,
N.C.
Media Advisory: Republic Security and Wachovia invite you to participate in
a telephone news conference today at 11 a.m. Executives from Republic
Security and Wachovia will be available to discuss the merger. To
participate in the call, dial 1-888-276-0010 and ask to participate in the
"Wachovia News Conference." A recording of the news conference will be
available from 2:30 p.m. Monday to 12 noon Tuesday at 1-800-475-6701,
access code #547337.
This news release contains forward-looking statements regarding Wachovia
Corporation. All forward-looking statements involve risk and uncertainty
and actual results could differ materially from the anticipated results or
other expectations expressed in the forward-looking statements. A
discussion of factors that could cause actual results to differ materially
from those expressed in the forward-looking statements is included in
Wachovia's filings with the Securities and Exchange Commission.
SOURCE: Wachovia Corporation
