Acquisition of Intermountain Community Bancorp by Columbia Banking System, Inc. May Not Be in Shareholders’ Best Interests
Robbins Arroyo LLP is investigating the proposed acquisition of Intermountain Community Bancorp (NASDAQ: IMCB) by Columbia Banking System, Inc. (NASDAQ: COLB). On July 23, 2014, the two companies announced the signing of a definitive agreement to merge the two companies. Under the terms of the agreement, Intermountain shareholders will receive $2.2930 in cash and 0.6426 shares of Columbia common stock, for a total consideration of $18.22 per share. Following the closing of the transaction, Intermountain shareholders will own approximately 7.4% of the combined company.
Is the Proposed Acquisition Best for Intermountain and Its Shareholders?
Robbins Arroyo LLP’s investigation focuses on whether the board of directors at Intermountain is undertaking a fair process to obtain maximum value and adequately compensate Intermountain shareholders.
As an initial matter, the $18.22 merger consideration represents a premium of just 11.7% based on Intermountain’s closing price on July 23, 2014. This premium is significantly below the median one-day premium of nearly 62% for comparable transactions in the past five years. Further, on July 23, 2014, the same day as the merger announcement, Intermountain released its financial results for the company’s second quarter 2014. For the quarter, Intermountain reported that its net income applicable to common shareholders increased to $1.3 million, or $0.19 per diluted share, from $1.0 million, or $0.16 per diluted share during the first quarter of 2014. Intermountain also highlighted that its interest income increased $426,000 compared to the first quarter and asset yields grew to 3.95% compared to 3.81%. In addition, the company’s nonperforming loans decreased to $3.4 million compared to $4.5 million and $4.8 million in the previous quarter and same quarter 2013, respectively.
In light of these facts, Robbins Arroyo LLP is examining Intermountain’s board of directors’ decision to merge the company now rather than allow shareholders to continue to participate in the company’s continued success and future growth prospects.
Intermountain shareholders have the option to file a class action lawsuit to ensure the board of directors obtains the best possible price for shareholders and the disclosure of material information. Intermountain shareholders interested in information about their rights and potential remedies can contact attorney Darnell R. Donahue at (800) 350-6003, or you can complete the form below and we will contact you directly.
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