March 28 - Glacier Bancorp Inc., Kalispell, Mont., (Nasdaq:GBCI) has announced the signing of a definitive agreement to acquire North Cascades National Bank, a community bank based in Chelan, Wash. The acquisition marks Glacier's 14th acquisition since 2000 and its second announced transaction in the past 30 days.
NCNB provides community banking services to individuals and businesses in central Washington, with nine banking offices located in Chelan, Wenatchee, East Wenatchee, Omak, Brewster, Twisp, Okanagan, Grand Coulee and Waterville. As of Dec. 31, 2012, the bank had total assets of $347 million, gross loans of $219 million and total deposits of $300 million.
The boards of Glacier and North Cascades Bancshares Inc. (NCNB's holding company) unanimously approved the transaction, which is subject to regulatory approval and other customary conditions of closing. The transaction provides for the payment to North Cascades Bancshares Inc. shareholders of $13.55 million in cash and 874,194 shares of Glacier common stock, so long as the average price of Glacier stock before closing the transaction is between $13 and $18. Based on the closing price of $18.85 for Glacier shares on March 27, 2013, the transaction would result in the delivery of 834,774 shares and an aggregate value of $29.3 million. As of Dec. 31, 2012, North Cascades Bancshares Inc. had consolidated tangible equity of $23.1 million and consolidated calendar year earnings of $1.44 million.
Consolidated earnings were adversely affected by approximately $1.4 million of pre-tax interest expense on the holding company's outstanding 10.18 percent trust-preferred securities, which Glacier intends to fully redeem on closing of the transaction. At the bank level, NCNB reported 2012 earnings of $2.38 million. On closing of the transaction, which is anticipated to take place in the third quarter, NCNB will be merged into Glacier Bank and operate as a separate bank division doing business under its existing name.
"We are delighted to be adding North Cascades National Bank to the Glacier family of banks," stated Mick Blodnick, Glacier's president and CEO. "This combination not only adds an excellent community bank to our company, it also provides us with an experienced and accomplished management team and staff. We are especially excited to be expanding into central Washington, a market area that represents a logical and long-targeted expansion of our footprint. The region offers attractive long-term growth prospects with a solid economic base of agriculture, fruit processing and tourism." Blodnick added, "NCNB serves the region well, with a high quality loan, customer and deposit base that will further diversify our company." Blodnick also noted that the transaction will be immediately accretive to Glacier's earnings.
Scott Anderson, president and CEO of NCNB, commented, "As part of Glacier Bank, our customers will benefit from an expanded line of service offerings and much higher loan limits. We're excited to become part of their well respected and highly successful community banking organization."
About Glacier Bancorp Inc.
Glacier Bancorp Inc. is a regional bank holding company providing commercial banking services in 60 communities in Montana, Idaho, Utah, Washington, Wyoming and Colorado. Glacier Bancorp is headquartered in Kalispell, Mont., and is the parent company for Glacier Bank, Kalispell and bank divisions First Security Bank of Missoula; Valley Bank of Helena; Big Sky Western Bank, Bozeman; Western Security Bank, Billings; and First Bank of Montana, Lewistown; all operating in Montana; as well as Mountain West Bank, Coeur d'Alene operating in Idaho, Utah and Washington; Citizens Community Bank, Pocatello, operating in Idaho; 1st Bank, Evanston, operating in Wyoming and Utah; First Bank of Wyoming, Powell, operating in Wyoming; and Bank of the San Juans, Durango, operating in Colorado. Visit Glacier's website at www.glacierbancorp.com.