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| April 07, 2010 |
By: Review staff |
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ealmaker: Bradley Houser
The Deal: Houser, an Akerman Senterfitt shareholder, helped shepherd a $27.4 million private offering for Fort Lauderdale-based Stonegate Bank.
Details: Stonegate, which raised $14.2 million through a private offering last year, went that route again as it sought capital to fund its acquisition and organic growth strategy.
“We determined what our capital needs are, and from there we look at peer groups that are a similar size and financial performance,” Stonegate chief executive David Seleski said. “Once we picked a dollar amount we wanted to do, we picked a share price. We look at the market price of the stock and from there, typically, we’ll talk to a few of our largest shareholders and see what their appetite is to increase their holdings.”
The bank announced on March 31 that it had closed on the sale of an additional 2.2 million shares of common stock at $12.25 per share.
Houser said the challenges in assembling the Stonegate deal were minimized because the bank is in “such extraordinarily good shape.”
Seleski “is in a very good position and was able to sell the deal to a receptive audience,” Houser said. “We began the process a couple of months ago of putting the private placement memorandum together and walking him through the process, and then his actual sales effort was nothing more than two to three weeks.”
Houser’s work was mostly on the front end, preparing the memorandum and structuring the deal in a way that keeps the bank within the various regulations and securities laws. When questions arose regarding issues like laws and registration rights, Houser was available to answer them.
The biggest challenge for Seleski?
“Time, because you’re doing your job trying to run a bank and sell stock at the same time,” he said. “How many hours a day do you have to dedicate to this? That’s why a lot of firms use investment banking houses, because they do the heavy lifting for you.” Stonegate has been in acquisition mode since last summer, when it acquired Jupiter-based Integrity Bank out of Federal Deposit Insurance Corp. receivership on July 31. In October, it acquired two Naples-area institutions, Partners Bank and Hillcrest Bank Florida after their closure by the federal Office of Thrift Supervision and the state Office of Financial Regulation.
In assembling the transaction, “you prepare a private offering memorandum, and we use Akerman Senterfitt for that,” Seleski said. “They prepare the private placement memorandum, then typically the senior staff, the board and myself … approach wealthy individuals.”
While Houser tended to the legal and regulatory details, it was Seleski’s job to make the rain.
“I primarily focus more on the institutional investors — the bank funds and that kind of thing. You start selling,” Seleski said. “It’s just like an investment banking firm. You’re on the phone, you’re answering questions, you’re doing interviews; they sometimes come down and want to meet, kick the tires. It’s a whole dog-and-pony show.”
Typically, Seleski said, the process involves a frenetic two- or three-week period “as you try to get some momentum, and once you get that it goes from there.”
Houser said there is banking capital out there, but not for everyone.
“What we’re finding in the Florida market with community banks, where we do a significant amount of work, is there are banks that have done a very good job of not overextending themselves with commercial real estate lending,” he said. “They’re in quite good shape, and as the capital markets have opened up for community banks, they’re in a very good position to go out and raise capital.”
Unfortunately, he said, the state also has banks that “overextended a bit” in commercial real estate lending.
“They’re in situations, unfortunately, where they’re dealing with regulators who are requiring that they raise additional capital. And in some cases, the banks are having a very difficult time raising that capital,” Houser said.
Stonegate Bank, which opened in March 2005, has branch offices in Fort Lauderdale, Boca Raton, Coral Springs and Jupiter. It reported $551.2 million in assets as of Dec. 31, 2009.
Background: Houser’s primary practice areas include corporate and banking, with a focus on mergers and acquisitions and securities matters. He formerly served as the chair of the firm’s Miami corporate practice group.
— Wayne Tompkins
Photo by A.M. Holt
Duo represented Sungard iWorks in $4.92 million office building sale
Dealmakers: John K. Crotty and David C. Metalonis
The Deal: Crotty and Metalonis represented Sungard iWorks, a multinational information technology corporation, in the $4.92 million sale of an office building in Miami.
Details: The 54,000-square-foot, two-story office building was put on the market more than a year ago, when commercial real estate sales had nearly come to a halt, Crotty said.
But in the final quarter of 2009, the brokers started receiving multiple offers on the property.
“We went from nothing to actually creating a demand for the product,” Crotty said. “We ended up turning this almost into a seller’s deal.”
The property at 2000 S. Dixie Highway, was initially listed at $6.8 million, but the offers were substantially lower than the asking price. Crotty said after they received five qualified offers, they were able to get a higher price than they would have without the bidding competition.
As part of the deal, Sungard wanted to lease back the part of the building.
“We had to find not only the right buyer but get Sungard comfortable with the lease-back,” Metalonis said. Sungard decided to sell because it wanted to “redeploy some capital,” Metalonis said.
The company signed a 10-year lease to occupy 35 percent of the building, which is 65 percent leased.
The buyer, 2000 South Dixie Highway LLC, plans to hold onto the building long-term and improve it from a C-type to a B-type property. South Dixie is an entity formed by a Venezuelan group of high-net-worth individuals who wanted to shift some of their money to the U.S, Metalonis said.
The acquisition marks the group’s first investment in Miami.
Background: Metalonis and Crotty are senior vice presidents and partners at Colliers Abood Wood-Fay in Miami.
Broker oversees $6.5 million sale of 37 condo units in Miami
Dealmaker: Andres Asion
The Deal: Asion oversaw the $6.5 million sale of 37 units at Wind, a condominium west of downtown Miami. The cash deal closed on Feb. 10. Asion represented court-appointed monitor Randy Weisburd on behalf of construction lender Wachovia Bank and developer New Epoch2 LLC. Weisburd, Wachovia and Neo Epoch2, led by Miami developer Lisette Calderon, had to approve the transaction.
The buyer was H.Q. Investors, led by Angel and Santiago Herrera. Weisburd is chief operating officer of the Atlantic and Pacific Cos. in Miami,
Details: Asion and his colleagues worked on the deal for a month. Before putting the units on the market, he reached out to brokers who had clients looking for bulk condo deals. Broker Rafael Del Monte Brickell Realty, who represented the buyer, was one of them.
The 41-story, 489-unit project was completed in 2008 amid the global financial crisis when there was little financing for buyers of houses and condos.
The units are two-story townhouses that wrap around the parking garage in the building’s pedestal. The units span three floors.
The Herreras paid $175 per square foot. The units came decorator-ready, as unfinished units are known, and the Herreras will need to spend about $10 per square foot to install flooring and paint the walls, Asion said.
Miami-Dade Circuit Judge Israel Reyes approved the transaction on Feb. 16, after the developer and lender agreed on the sale price, according to Miami-Dade County property records. Weisburd, the monitor who appears on the deed as the seller, was appointed as part of Wachovia’s September foreclosure suit against Neo Epoch2. The lender was trying to recover on a $15.2 million loan granted the developer in 2004.
In February, Asion and his team took over sales efforts for 158 units, or about 33 percent of the project. Asion said that in two months he has closed deals for most of the units with the remaining scheduled to close within a month. The units in the tower went for about $220 per square foot, down from about $330 per square foot more than a year ago, when the project was completed.
Background: Asion is vice president of sales and a broker associate with Fortune Development Sales, an affiliate of Miami-based Fortune International Realty. His team consisted of Eddie Gil, Christine Frias, Jose Carlos Jimenez, Jose Laya and Sorah Daiha.
Keyes Co. trio broker $12.25 million sale of Miami Beach hotel
Dealmakers: Tony Ulloa, Michael Litsky and Claudia Gutierrez
The Deal: The Keyes Co. trio brokered the $12.25 million sale of the 79-room Beach Plaza Hotel and Villas in Miami Beach.
Jaan Hospitality was the buyer. The deal closed Dec. 1.
Details: In addition to finding a buyer, the brokers had to deal with two owners who were at odds and a court-appointed receiver.
The property was owned by Mombaers-De Szabla, a company made up of hospitality designer Sam Szabla and businessman Francois Mombaers. Both agreed to sell the property, which was listed in the spring of 2008, Ulloa said.
But as the market deteriorated, Szabla decided against selling at a price far below the original $22 million asking price, Ulloa said.
The dispute resulted in a lawsuit, and the property’s fate fell to a court-appointed receiver, Rafael Penalver. In the following months, brokers received 12 offers for the hotel, and Penalver rejected each one, Ulloa said.
That prompted Miami-Dade Circuit Judge Israel Reyes to demand that the partners reach an agreement. They did, and Mombaers bought out Szabla and took full control of the property in 2009, said Mombaers’ attorney, Craig Dorne.
Jaan Hospitality, led by Naveed Chowhan and Arif Butt, secured financing from Mombaers and bought the hotel for $12.25 million. The company put down about a third of the asking price.
“It was an 18-month odyssey of tenacity and will,” said Ulloa, who noted that the sale “proves the point that most of the deals that are closing today are seller-financed deals.”
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