U.S. Bancorp to Purchase Vail Banks, Inc. in Colorado
01 Juin 2006 - 3:00PM
Business Wire
U.S. Bancorp (NYSE:USB) and Vail Banks, Inc. (Nasdaq:VAIL)
announced today the signing of a definitive agreement for U.S.
Bancorp to acquire Vail Banks, Inc., the parent company of WestStar
Bank. This acquisition will give U.S. Bancorp's lead bank, U.S.
Bank National Association, 24 additional branch locations in
Colorado. Vail Banks, Inc., headquartered in Avon, Colorado, had
consolidated assets of $705 million and $557 million in deposits,
as of March 31, 2006. Richard K. Davis, president and chief
operating officer of U.S. Bancorp, stated, "This transaction will
expand U.S. Bank's footprint and distribution in rapidly growing
and demographically attractive community markets in Western
Colorado and add to our existing base in Denver. We recognize this
as a great opportunity for growth by offering our new customers
U.S. Bank's outstanding service and an industry-leading mix of
consumer products. We have been very successful over the years with
fill-in market acquisitions of this type and view the integration
related to this acquisition as low risk. U.S. Bank and WestStar
Bank have similar community banking models that will help ensure a
smooth transition." Terms of the agreement include a total cash
purchase price of approximately $98.6 million, or $17.00 for each
share of Vail Banks, Inc. common stock, which represents a premium
to core deposits of 13.7 percent. This transaction is anticipated
to be accretive to U.S. Bancorp earnings in 2007. Vail Banks' board
of directors has approved the merger agreement and will recommend
the approval of the transaction by Vail Banks' shareholders.
Completion of the transaction, which is currently expected to occur
in the fourth quarter of 2006, is contingent upon customary closing
conditions, including regulatory approval and the approval of Vail
Banks' shareholders, who will be asked to vote on the proposed
transaction at a special meeting that will be held on a date to be
announced. "We are very pleased to have the opportunity for our
franchise to become a part of U.S. Bank's growth plans in
Colorado," stated Vail Banks Chairman E.B. Chester. "Having
explored strategic alternatives to create value for our
shareholders, we believe that this is the best choice for our
shareholders. We have an outstanding group of associates who will
now be able to offer our customers a full suite of competitive
banking services." WestStar Bank is a small and middle market
commercial bank primarily focused on commercial real estate,
construction and small business lending. The 24 WestStar Bank
branches consist of 20 locations in the Western Slope region of
Colorado and four branches in the Denver area. Once the merger is
completed U.S. Bank will have more than 135 branch locations and
total deposits of approximately $7 billion in Colorado. This
transaction will significantly improve U.S. Bank's footprint in
Western Colorado. Following the completion of this acquisition, the
WestStar Bank locations will become U.S. Bank branches. This
acquisition also includes 21 ATM locations that will increase U.S.
Bank's ATM network in Colorado to more than 250 convenient
locations. Wachtell, Lipton, Rosen & Katz advised U.S. Bancorp.
Allen & Company LLC and Hogan & Hartson L.L.P. advised Vail
Banks. About Vail Banks, Inc. Vail Banks, Inc., through its
subsidiary WestStar Bank, has 24 banking offices in 19 communities
in Colorado, including Aspen, Avon, Breckenridge, Cedaredge, Delta,
Denver, Dillon, Edwards, Estes Park, Frisco, Fruita, Glenwood
Springs, Granby, Grand Junction, Gypsum, Montrose, Norwood,
Telluride and Vail. For additional information on Vail Banks, visit
its web site at www.weststarbank.com. About U.S. Bancorp U.S.
Bancorp, with assets of $210 billion, is the 6th largest financial
holding company in the United States. The company operates 2,430
banking offices and 4,941 ATMs, and provides a comprehensive line
of banking, brokerage, insurance, investment, mortgage, trust and
payment services products to consumers, businesses and
institutions. U.S. Bancorp is the parent company of U.S. Bank.
Visit U.S. Bancorp on the web at www.usbank.com. Forward-looking
Statements This news release contains forward-looking statements
about U.S. Bancorp and Vail Banks, Inc. Statements that are not
historical or current facts, including statements about beliefs and
expectations, are forward-looking statements. These statements
often include the words "may," "could," "would," "should,"
"believes," "expects," "anticipates," "estimates," "intends,"
"plans," "targets," "potentially," "probably," "projects,"
"outlook" or similar expressions. These forward-looking statements
cover, among other things, anticipated future revenue and expenses
and the future plans and prospects of U.S. Bancorp and Vail Banks,
Inc. Forward-looking statements involve inherent risks and
uncertainties, and many factors could cause actual results to
differ materially from those anticipated, including those described
in the Annual Report on Form 10-K for the year ended December 31,
2005, of each of U.S. Bancorp and Vail Banks, Inc., which you
should read carefully, as well as the companies' other filings with
the Securities and Exchange Commission (SEC). Forward-looking
statements speak only as of the date they are made, and neither
U.S. Bancorp nor Vail Banks, Inc. undertakes any obligation to
update them in light of new information or future events.
Additional Information about the Merger and Where to Find It This
communication is being made in respect of the proposed merger
transaction involving U.S. Bancorp and Vail Banks, Inc. In
connection with the transaction, Vail Banks will file a proxy
statement with the SEC. Shareholders are urged to read the proxy
statement when it becomes available because it will contain
important information about the proposed transaction. The final
proxy statement will be mailed to Vail Banks shareholders of record
at the record date for the special meeting of the shareholders to
be held to approve the proposed transaction. In addition, the
preliminary and final proxy statements and other relevant documents
will be available free of charge at the SEC's Internet Web site,
www.sec.gov. When available, the preliminary and final proxy
statement and other relevant documents also may be obtained for
free at Vail Banks' web site, www.weststarbank.com, or by
contacting Ray Verlinde, SEVP and chief administrative officer, or
Lisa Dillon, vice chairman, Vail Banks, at telephone number (970)
328-9700. Vail Banks and its directors and officers and other
members of management and employees may be deemed to be
participants in the solicitation of proxies in respect to the
proposed transactions. Vail Banks' shareholders may obtain
information regarding the identity of each participant and a
description of each participant's direct or indirect interest in
the solicitation from Vail Banks' proxy statements and annual
reports on Form 10-K previously filed with the SEC and Vail Banks'
proxy statement relating to the proposed transaction, when it
becomes available.
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