First Mariner gets OK to sell bank stock, assets for $17.73 million

By Caroline Salls

Pittsburgh, April 24 - First Mariner Bancorp and wholly owned subsidiary First Mariner Bank entered into an amended and restated merger and acquisition agreement with RKJS Bank that increases RKJS' purchase price for the First Mariner Bank common stock and other assets to $17.73 million, according to an 8-K filed Thursday with the Securities and Exchange Commission.

Specifically, under the amended merger agreement, RKJS will pay $17.73 million for the assets, with a possible one-time additional increase of $1 million if it is unable to obtain required regulatory approvals by April 30.

The purchase price is not subject to any downward adjustment.

In contrast, under the original merger agreement, the purchase price was $4.78 million, which was subject to a dollar-for-dollar reduction to the extent the bank's tier 1 capital as of the closing date was less than $29 million.

RKJS also agreed to provide a $3 million deposit, which will be forfeited upon termination of the amended merger agreement for any reason other than termination by the purchaser on account of a breach of the agreement by the company or First Mariner Bank or a material adverse change.

According to the 8-K, the U.S. Bankruptcy Court for the District of Maryland approved the transfer and sale of assets in connection with the amended merger agreement on April 21.

As previously reported, RKJS is a new bank formed by investors of First Mariner.

First Mariner, the Baltimore-based holding company for 1st Mariner Bank, filed bankruptcy on Feb. 10. The Chapter 11 case number is 14-11952.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.