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Published on 2/25/2008 in the Prospect News Special Situations Daily.

RBC Centura expands presence in Southeast with acquisition of Alabama National

By Lisa Kerner

Charlotte, N.C., Feb. 25 - RBC Centura Banks, Inc. completed its acquisition of Alabama National BanCorporation.

"By doubling our presence in both Alabama and Florida as well as adding 13 locations in Georgia, the acquisition of [Alabama National] is a logical step for RBC Centura to gain market share in the Southeast," RBC Centura chairman and chief executive officer Scott Custer said in a company news release.

As a result of the transaction, RBC Centura gained 103 banking locations operated through 10 Alabama National bank subsidiaries in Alabama, Florida and Georgia.

RBC Centura will brand the Alabama National banks as RBC Bank as part of its bank-wide name change planned to begin in early April.

Alabama National shareholders had until Feb. 14 to elect their merger consideration.

Of the 20,424,370 shares of Alabama National common stock outstanding, holders of:

• 12,192,551 shares, or 59.7%, elected to receive cash;

• 6,254,896 shares, or 30.6%, elected to receive RBC Centura common shares; and

• 1,976,923 shares, or 9.7%, did not make a valid election.

In lieu of fractional shares, Alabama National stockholders will receive cash based on $49.9067 per RBC Centura common share.

RBC Centura agreed in September to acquire Alabama National for $80.00 per share in a cash and stock deal valued at some $1.6 billion.

Alabama National stockholders approved the adoption of the merger agreement with RBC Centura, a wholly owned subsidiary of Toronto-based Royal Bank of Canada, on Jan. 24.

Alabama National is a bank holding company based in Birmingham, Ala.


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