EXHIBIT 99
UNION PLANTERS BANK AND REPUBLIC BANKING CORPORATION OF
FLORIDA REACH AGREEMENT
MIAMI - February 22, 1999 - Union Planters Bank, N.A. (NYSE:UPC) and
Republic Banking Corporation of Florida (NASDAQ: RBCF), the parent company of
Republic National Bank of Miami, announced today an agreement to merge. Union
Planters will acquire Republic National Bank's 25 Miami-Dade and two Broward
County banking centers and approximately $1.6 billion in assets. The merged
banks will position Union Planters as the third largest bank in Miami-Dade
County and sixth largest in Florida, with combined assets of $5.5 billion and
100 banking centers.
"Republic has a rich, unparalleled tradition of providing
individualized solutions to their customers' financial needs, as well as a
long-standing commitment to supporting the South Florida community," explained
Xxxxxx Xxxxxxxxx, Chairman and CEO of Union Planters Bank in Florida. "Republic
is a perfect complement to Union Planters' business strategy and vision for
Florida."
As a combined force, the bank will provide Florida customers with
greater convenience through an expanded banking center and ATM network, as well
as an improved offering of products and services.
"This is a merger of traditions," commented Xxxxx Xxxxxxxx Xx, chairman
of Republic National Bank of Miami. "We believe combining our assets and talents
with those of Union Planters is the right move for our customers, employees and
shareholders."
Xxxxxxxxx will continue to serve as the bank's Chairman and CEO of the
Florida Region. Xxxxxxxx will serve as President of Union Planters Bank for
Miami-Dade County.
"I am delighted to join forces with Xxxxx and his strong, talented
Republic team of associates. Together, we will blend the best of Union Planters
with the best of Republic to make the combined enterprise the bank of choice
among Florida consumers."
The merger is expected to be completed at mid year 1999. The all cash
transaction was valued at $19.25 per share, with a total transaction value of
approximately $412 million.
The transaction is subject to appropriate shareholder and regulatory
approvals. In connection with executing the merger agreement, Republic and Union
Planters entered into a termination fee agreement providing for the payment of a
fee to Union Planters under certain circumstances and the directors and majority
shareholders of Republic, including Rebank Netherlands, Antilles, N.V., entered
into agreements with Union Planters agreeing to vote their shares of Republic
common stock in favor of the transaction.
Union Planters Bank Florida has approximately $3.9 billion in assets
and currently operates 73 banking centers throughout the state. Founded in 1869,
Union Planters Corporation, the parent company of Union Planters Bank, Florida,
is one of the country's 30 largest banking companies with total assets of
approximately $33 billion through offices in Tennessee, Mississippi, Florida,
Missouri, Arkansas, Alabama, Indiana, Kentucky, Illinois, Iowa, Texas and
Louisiana. The Corporation's common stock is traded on the New York Stock
Exchange under the symbol UPC. The Small Business Administration recently named
Union Planters one of the five most-friendly small business lenders in the
country.
