The group, which includes George Norcross III and Gregory Braca, said
in a regulatory filing that they sent a nonbinding proposal to Republic First’s
investment bank.
The offer includes an initial direct investment of $50 million
that would involve the group buying newly issued nonvoting preferred stock
followed by a second-step transaction where the investors would buy common
stock.
The offer to increase the group's stake to 51% is valued at about $106 million, according to the Philadelphia Inquirer.
The term sheet would require at least one current director of the
$5.4 billion-asset company to resign and for Hill to step down as chairman and
CEO. The group would appoint two directors and have Braca named as the new CEO.
“The term sheet is only a proposal, and the reporting persons give
no assurance that any transaction will be entered into, or as to the timing of
any such transaction or steps toward a transaction,” the filing said.
The Norcross-Braca group suggested in a Jan. 31 letter to the company’s board that it consider hiring Braca to replace Hill. Braca once was president and CEO of TD Bank, which bought Commerce Bank in 2007 after Hill was removed as that bank’s CEO. Norcross was CEO of Commerce’s insurance business.
The group, which recently increased its stake in Republic First to 9.6%, recently said it would vote for director nominees submitted by Driver Management. Driver wants to put three new directors on the board.
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