The owner of Beneficial Bank, the largest and oldest lender still based in Philadelphia, said Thursday night it plans to scrap what's left of its old depositor-owned mutual-banking scheme and sell shares to stock market investors, raising over $600 million. Statement here. (Link updated)
Beneficial Mutual Bancorp, the publicly-traded company which owns Beneficial Bank and its 58 Pa. and South Jersey regional branches and $4 billion in loans and investments, plans to sell the 60% of its shares still owned by its Beneficial Savings Bank Mutual Holding Company affiliate to the public. It will reorganize as a new entity, Beneficial Bancorp, which will be publicly traded on the stock market and owned by investors.
At Beneficial Mutual Bancorp's recent Nasdaq trading price of around $14 a share, that will raise about $640 million, of which the company plans to donate up to $1 million to its charitable foundation. In his statement, chief executive Gerard Cuddy said the deal would "provide us with additional capital to pursue our strategic and growth objectives."
Beneficial will likely put out more detail on its plans in a Securities and Exchange Commission prospectus in the next few days, according to Matthew Breese, a Maine-based bank analyst at Stern Agee. He said Beneficial has moved "a bit earlier than expected." to sell the shares.
The stock has risen above $13 in recent months for the first time since the company first sold some shares to the public in 2007. Frank Schiraldi, analyst at Sandler O'Neill + Partners, had predicted Beneficial would speed up its long-delayed de-mutualization plans and rise to today's levels last winter, back when shares traded below $10.
Though Beneficial has a smaller slice of the Philadelphia-area banking market than Wells Fargo, PNC and other big out-of-town companies that have bought larger Philly banks since the 1980s, Beneficial's shares could rise from today's levels because it has one of the few independent branch and customer networks that cover the region, wrote bank analyst Rick Weiss, in a report to clients of Beonning & Scattergood, the West Conshohocken-based brokerage. "It would be very difficult to replicate Beneficial's franchise value," according to Weiss. "The stock deserves a premium."
Beneficial, once it is fully public, may attract interest from larger banks hoping to expand, and from activist investors seeking higher dividends or to force a sale at a premium price. But Weiss reminded me that regulations prevent a sale for three years after "de-mutualization," unless the bank is in bad financial shape.
Major owners of Beneficial's publicly-traded shares at present include Wellington Management Co., which manages mutual funds for Vanguard Group and other clients, and the Blackrock and Dimensional fund groups.
In recent years Beneficial has often used its cash to buy back its own shares to prop up its stock price, as Cuddy complained there were relatively few solvent borrowers looking for loans in the area. Beneficial has expanded lending in recent quarters. It had also purchased smaller banks, most recently St. Edmond's Federal Savings Bank in 2012.
Since early 2013 Beneficial had been effectively frozen from reorganizing or acquiring because of a federal government investigation of alleged lending discrimination by the company. That "fair lending" investigation has ended without government action against the company, leaving Beneficial free to deal, the company said.
The bank was founded by Irish Catholic immigrants in the 1850s and historically run by Irish Americans; a picture of Philadelphia's Catholic bishop from those times, St. John Neumann, has long decorated its boardroom, which Cuddy moved from the city's old Walnut St. financial district to the high-rise tower at 1818 Market St. in a bid to update and raise the company's profile.