Photo by Tim Barber. The Pinnacle Bank name replaced CapitalMark last March 2016 after the Nashville-based Pinnacle Financial Partners bought CapitalMark for $187 million.
Less than 18 months after completing its $187 million purchase of CapitalMark Bank in Chattanooga, Pinnacle Financial Partners Sunday announced a $1.9 billion all-stock acquisition of BNC Bancorp, which operates banks in North Carolina, South Carolina and Virginia.
The purchase, which has already been approved by the broads of directors for both banks, would give the Nashville-based Pinnacle bank a footprint in four states in the Southeast and swell the bank's assets to $20 billion. Pinnacle has made bank acquisitions in Chattanooga, Memphis and Nashville in the past couple of years, but the purchase of the parent company of the Bank of North Carolina will be its biggest acquisition so far.
BNC Bancorp is the holding company for the Bank of North Carolina, which is based in High Point, N.C., with $6.8 billion assets, according to the Federal Deposit Insurance Corp. Bank of North Carolina currently has 76 offices throughout its three-state footprint, including Charlotte, N.C.; Richmond, Va.; and Charleston, S.C.
"This merger is consistent with Pinnacle's strategy to become the dominant bank in Southeastern commercial banking," Pinnacle CEO Terry Turner said in a statement. "BNC's success can be attributed to its experienced financial services professionals and the culture they have created. I have admired [CEO Richard Callicutt]'s leadership and the significant growth he and the entire BNC team have achieved. I am very excited that we will be on the same team."
Under the terms of the agreement, BNC shareholders will have the option to convert their outstanding shares into 0.5 shares of Pinnacle's common stock. Outstanding BNC stock options that are unexercised prior to the closing will be cashed out based on Pinnacle's ten-day average immediately prior to the deal's closing.
The deal is anticipated to close in the third quarter.
After the acquisition is complete, Callicutt will be named chairman of the Carolinas and Virginia for Pinnacle. He and three other BNC directors will join Pinnacle's board of directors.
"Both we and Pinnacle have been committed to the idea that the Southeast deserves an impactful financial services firm with significant scale that operates with the culture of a community bank with local decision making led by banking professionals that are experienced and established in each market," Callicutt said. "Bringing two of the Southeast's best community banks together is a great thing for the region. By joining firms, Pinnacle and BNC can leverage each other's competitive strengths and offer clients a broader array of superior banking services. Since BNC's founding in 1991, we have focused on offering sophisticated services with a personal touch to business owners in the Carolinas and Virginia. We are excited for future growth opportunities as we continue that tradition with Pinnacle."