The transaction value is estimated at approximately $131 million, including approximately $12 million in value for outstanding options and warrants to acquire Aquesta common stock, according to a news release.
Aquesta is headquartered in Cornelius, N.C., a fast-growing suburb north of Charlotte on Lake Norman. It has an experienced management team led by President and CEO Jim Engel, who founded Aquesta Bank in 2006. The bank has a network of nine branches in Charlotte and Wilmington, N.C., as well as loan production offices in Raleigh, N.C., and Greenville and Charleston.
Aquesta reported total assets of $752 million, with total loans of $576 million, as of March 31, according to a news release. Additionally, $586 million, or 92%, of its deposit base consists of non-CD core deposits.
“This transaction is consistent with our desire to expand into attractive and fast-growing markets that we know well,” United Chairman and CEO Lynn Harton said in the news release. “We have been investing in Charlotte over the past several years and have commercial banking and mortgage teams already in place. Aquesta is an exciting opportunity for us to increase our presence and accelerate our growth with a high-quality company that shares our values of customer service, employee engagement and community development.”
The transaction structure includes an election for Aquesta stockholders to receive their consideration in cash, subject to a limitation that no more than 30% of the total consideration paid by United will be in cash, the release said. The stock portion of the merger consideration is based upon 0.6386 shares of United common stock being issued in exchange for each share of Aquesta common stock.
The transaction is expected to be completed in the fourth quarter and is subject to customary conditions, including regulatory approval as well as the approval of Aquesta’s stockholders.
“From the beginning, we have focused on developing a business model with a focus on relationship banking in Charlotte and other key markets in the Carolinas, which are some of the most attractive and fastest growing markets in the Southeast and the country,” Jim Engel, president and CEO of Aquesta, said in the release. “We believe that we have been successful at that. However, to continue growing and becoming more profitable, we needed a partner who can provide us the opportunity to better serve our customers with a larger balance sheet and expanded products and services to offer. Our partnership with the United team provides just that, and I believe the synergies that exist between our companies will result in tremendous success for both sides.”
Hovde Group LLC acted as financial adviser to United, and Nelson Mullins Riley & Scarborough LLP served as United’s legal adviser. Piper Sandler & Co. served as Aquesta’s financial adviser, with Wyrick Robbins Yates & Ponton LLP serving as legal adviser.
United has $18.6 billion in assets and 161 offices in Florida, Georgia, North Carolina, South Carolina and Tennessee along with a national SBA lending franchise and a national equipment lending subsidiary.