The new agreement announced Tuesday would still move BankAtlantic’s consumer business, worth $2.1 billion in loans and $3.3 billion in deposits, to BB&T, first agreed to in November. But deal now also includes $285 million in debt securities going to BB&T.
Those securities were the subject of a lawsuit filed by debtholders and investors to block the deal. A Delaware judge sided against BankAtlantic in late February, saying the bank would not be able to pay its remaining debt per the deal’s previous structure. BankAtlantic previously would have held onto the securities.
Kelly King, BB&T chairman and chief executive, said he does not expect any further legal hurdles after Tuesday’s announcement.
“We think that we have responded to the judge’s order and this should complete the compliance with the judge’s order,” King said during a conference call. “They’ll have to look at it, but we believe and our lawyers believe very firmly that this simply meets the order that was required to eliminate the injunction.”
BankAtlantic will pay the outstanding interest on the securities at the close of the deal.
Mark Hyland, a lawyer who represented Wells Fargo (WFC) in the lawsuit, said he expects no further litigation, assuming the deal closes as announced Tuesday. Wells Fargo, along with two other securities holders, objected to any buyer of BankAtlantic assets not taking the debt.
“We’re very pleased that BB&T has agreed to assume the (securities) obligations,” Hyland said. “This is what we were asking for all along.”
The modified agreement also creates a limited liability company to take on much of the nonperforming assets that also would have stayed with BankAtlantic. The LLC will assume $424 million in loans and $17 million in REO and other assets.
BB&T will hold a 95% preferred interest in the LLC, with the remainder going to BankAtlantic. BB&T’s share terminates once it recovers $285 million within a seven-year window, though it expects to recoup $350 million.
BankAtlantic will keep $175 million in nonperforming commercial real estate loans and REO on its books.
The two companies said they expect the deal to close by the end of June, subject to regulatory approval. The deal would make North Carolina-based BB&T the sixth-largest consumer bank by deposits in the Miami area, according to the company.
Two lawsuits involving BankAtlantic remain outstanding, including Securities and Exchange Commission charges that CEO Alan Levan misled investors on bad loans in its real estate portfolio.
BankAtlantic stock spiked Tuesday after the announcement of the modified deal, up more than 90% midday after hovering below $2. The Fort Lauderdale, Fla., bank has yet to report fourth-quarter and full-year results, missing a previously announced target for late February.