First Republic Bank (“First Republic”) (NYSE: FRC), a private bank and wealth management company, today announced the pricing of its initial public offering of 11,000,000 shares of common stock at a public offering price of $25.50 per share. The shares will begin trading on the New York Stock Exchange on December 9, 2010 under the symbol “FRC.” The offering is expected to close on December 14, 2010, subject to the completion of customary closing conditions. The underwriters have been granted a 30-day option to purchase up to an additional 1,650,000 shares at the initial public offering price. First Republic is selling 4,115,000 shares, with the remaining 6,885,000 shares being sold by certain selling shareholders. None of the initial shareholders will be selling more than 7.5% of their shares in the offering, including the overallotment option, if exercised in full.
The net proceeds of the initial public offering to First Republic are estimated to be approximately $95.2 million, after deducting the underwriters’ discount, commissions and estimated offering expenses, prior to any exercise of the underwriters’ option to purchase additional shares. First Republic intends to use its proceeds for general corporate purposes, which may include, among other things, funding loans and purchasing investment securities for its portfolio. First Republic will not receive any proceeds from the sale of common stock by the selling shareholders.
BofA Merrill Lynch, Morgan Stanley and J.P. Morgan are the joint book-running managers. The co-managers are Barclays Capital, Jefferies & Company, Keefe, Bruyette & Woods, Sandler O’Neill & Partners, L.P. and Stifel Nicolaus Weisel.
First Republic Bank is a California-chartered, FDIC-insured commercial bank and trust company. As of September 30, 2010, its assets totaled $22.0 billion, its deposits were $19.0 billion, its wealth management assets totaled $17.2 billion and loans serviced for others totaled $3.7 billion.
Together with its affiliates, First Republic specializes in providing full-service preferred banking, preferred business banking, real estate lending and wealth management services to clients through 61 offices in the following metropolitan areas: San Francisco; Palo Alto; Los Angeles; Santa Barbara; Newport Beach; San Diego; Portland; Boston; Greenwich and New York City. First Republic was founded in 1985 and is headquartered in San Francisco, California.
A registration statement on Form 10 relating to the securities has been declared effective by the Federal Deposit Insurance Corporation. A copy of the final offering circular and the registration statement on Form 10 can be obtained, when available, by contacting BofA Merrill Lynch, 4 World Financial Center, New York, NY 10080, Attn: Prospectus Department or by emailing email@example.com; from Morgan Stanley, Attention: Prospectus Department, 180 Varick Street, New York, New York 10014, or by email at firstname.lastname@example.org; or from J.P. Morgan, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, or by calling toll-free at (866) 803-9204.
First Republic has obtained a permit for the sale of the securities from the Commissioner of the California Department of Financial Institutions. This permit is permissive only and does not constitute a recommendation or endorsement of the securities being sold. This press release is for informational purposes only and shall not constitute an offer to sell or a solicitation of an offer to buy the securities, nor shall there be any sale of the securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The securities are neither insured nor approved by the Federal Deposit Insurance Corporation.
This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements about the Company’s expectations, beliefs, plans, predictions, forecasts, objectives, assumptions or future events or performance are not historical facts and may be forward-looking. These statements are often, but not always, made through the use of words or phrases such as “anticipates,” “believes,” “can,” “could,” “may,” “predicts,” “potential,” “should,” “will,” “estimate,” “plans,” “projects,” “continuing,” “ongoing,” “expects,” “intends” and similar words or phrases. Accordingly, these statements are only predictions and involve estimates, known and unknown risks, assumptions and uncertainties that could cause actual results to differ materially from those expressed in them. All forward-looking statements are necessarily only estimates of future results, and there can be no assurance that actual results will not differ materially from expectations, and, therefore, you are cautioned not to place undue reliance on such statements. Any forward-looking statements are qualified in their entirety by reference to the factors discussed in the section titled “Risk Factors” in the Company’s final offering circular relating to this offering, and other risks described in documents subsequently filed by the Company from time to time. Further, any forward-looking statement speaks only as of the date on which it is made, and the Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events.
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