Florida National Bank - History - Acquisition

Acquisition

Southeast Banking Corporation (SBC), Florida's largest bank holding company, targeted FNB with a takeover bid in 1980, which the FNB board rejected. That same year, a group of foreign investors from Chile, Venezuela, Canada and south Florida sought 40% ownership and control of FNB. FNB filed suit in circuit court and the group was enjoined from acquiring more than 25% of the bank holding company's outstanding shares. However, Florida National revealed in 1981 that it was willing to permit acquisition by Chemical Banking Corporation of New York after laws preventing interstate banking were lifted. At the same time, C.A. Cavendes Sociedad Financiera, a Venezuelan investment company, announced that it had acquired 24.99 percent of the common stock of Florida National.

In February, 1982, SBC sued to obtain an injunction against the merger in Federal court, citing contrary banking laws in both Federal and Florida codes. Florida National Bank countered with an antitrust suit against SBC. It was FNB's contention that if SBC were allowed to complete the takeover, commercial banking competition would be unlawfully reduced.

In early 1983, Southeast Banking Corporation dropped its takeover attempt and agreed to exchange their 1.73 million FNB shares for 24 FNB branch offices, $5.7M in cash, a downtown Miami real estate parcel and other assets. This was during the time when Charter was going through a bankruptcy. The Federal Reserve Board approved a revised merger plan between FNB and Chemical Bank in 1984. However, at the time, interstate banking acquisitions were prohibited by Federal law and required state legislative approval. With the 1990 deadline running out for its option to buy FNB and no sign of state legislative approval, Chemical Bank sold their 4.9% interest to First Union for $115 million. On March 7, 1989, it was revealed that Florida National Banks was to be acquired by Charlotte, North Carolina's First Union Corporation. The transaction, valued at $849 million, was consummated the following year.

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