KBRA Comments on National Commerce Corporation’s Merger with Landmark Bancshares, Inc.

NEW YORK--()--Kroll Bond Rating Agency (KBRA) releases a comment on National Commerce Corporation’s pending acquisition of Landmark Bancshares, Inc. Birmingham, Alabama based National Commerce Corporation (NASDAQ: NCOM) (“National Commerce” or “the Company”) announced a definitive agreement to acquire Marietta, Georgia based Landmark Bancshares, Inc. (“First Landmark”). Subsidiaries of the acquired institution are expected to merge into NCOM’s subsidiary bank, National Bank of Commerce (NBC), and to operate under the NBC brand name. First Landmark represents roughly 18% of the Company’s total asset base as of March 31, 2018. The estimated transaction value of the Landmark acquisition is $115.2 million, with the transaction expected to be ~95% stock and ~5% cash consideration, and an anticipated close in the third quarter of 2018. The successful integration of First Landmark is expected to significantly enhance NCOM’s presence in the Atlanta MSA, resulting in ~$1 billion in Atlanta assets proforma, which represents the second-largest MSA in the Southeast by population. KBRA notes the cultural and operative similarities of the recent acquisitive activity and views the proposed bank purchase as credit neutral and in line with NCOM’s expansion strategy. Adding comfort is the extensive acquisition and integration experience of NCOM’s management team both at NCOM and predecessor financial institutions.

In May of 2017, KBRA affirmed the ratings, including the senior unsecured debt rating of BBB and subordinated debt rating of BBB- for NCOM, as well as the senior unsecured debt rating of BBB+ for its subsidiary, NBC. The Outlook on all long-term ratings is Stable. Though KBRA does not currently rate Landmark Bancshares, Inc. on a long-term basis, the company appears to have sound financial metrics as evidenced by KBRA’s Subscription Rating Service’s financial strength rating of B- for the bank subsidiary.

The ratings are based on KBRA’s Global Bank and Bank Holding Company Rating Methodology published on February 19, 2016.

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KBRA is a full service credit rating agency registered with the U.S. Securities and Exchange Commission as an NRSRO. In addition, KBRA is recognized by the National Association of Insurance Commissioners as a Credit Rating Provider and a certified Credit Rating Agency (CRA) by the European Securities and Markets Authority (ESMA). Kroll Bond Rating Agency Europe Limited is registered with ESMA as a CRA.

Contacts

KBRA
Analytical Contacts:
Leila Al-Bori, 646-731-2331
Senior Analyst
lalbori@kbra.com
or
Jason Szelc, 301-969-3174
Associate Director
jszelc@kbra.com
or
Joseph Scott, 646-731-2438
Managing Director
jscott@kbra.com

Contacts

KBRA
Analytical Contacts:
Leila Al-Bori, 646-731-2331
Senior Analyst
lalbori@kbra.com
or
Jason Szelc, 301-969-3174
Associate Director
jszelc@kbra.com
or
Joseph Scott, 646-731-2438
Managing Director
jscott@kbra.com