Matrix Bancorp, Inc. Announces Sale of ABS School Services, LLC; Transaction Further Demonstrates Company's Focus on Community
May 08 2006 - 5:00AM
Business Wire
Matrix Bancorp, Inc. (NASDAQ:MTXC) (the "Company") announced today
that its wholly owned subsidiary, Equi-Mor Holdings, Inc.
("Equi-Mor"), has sold all of its membership interests in ABS
Schools Services, LLC ("ABS"), a provider of financing and
administrative business services to charter schools, to SKS
Ventures, LLC ("SKS") for approximately $7.4 million. The principal
members of SKS are D. Mark Spencer, Richard V. Schmitz and David
Kloos, the former Co-Chief Executive Officers and former Chief
Financial Officer of the Company, respectively. Matrix Capital
Bank, a subsidiary of the Company, provided SKS with $4 million in
financing for the transaction. The closing of the transaction took
place on Friday, May 5, 2006. Prior to the execution of the
agreement, ABS distributed its outstanding interests in Charter
Facilities Funding, LLC and New Century Academy Property Management
Group, LLC to Equi-Mor. ABS also distributed certain other assets
to Equi-Mor as well as outstanding deferred and current income tax
balances related to ABS. Based on the purchase price, a $1.0
million pre-tax charge was recorded in the first quarter, included
in discontinued operations, to reflect the net realized value of
the ABS interests upon the sale. SKS assumed all liabilities
associated with the ABS loan portfolio transferred to SKS,
including ABS' approximately $5.4 million recourse obligation to a
third party financial institution. Equi-Mor has provided a
five-year guarantee of up to $1.65 million for the existing ABS
loan portfolio and the obligations to that financial institution.
Management anticipates a charge of approximately $800,000 to $1.0
million will be recorded in the second quarter in the Company's
financial statements to reflect this recourse obligation. If SKS
resells ABS within one year of the agreement, 50% of any gain on
sale is payable to Equi-Mor, after adjustment for certain post
closing events. The Company guaranteed the obligations of its
subsidiary Equi-Mor under the agreement. The three former executive
officers of the Company guaranteed the obligations of SKS under the
agreement and were co-borrowers on the $4 million financing with
Matrix Capital Bank. In discussing the sale, Michael J. McCloskey,
Chief Operating Officer of the Company, commented: "We are pleased
to announce what we believe to be a mutually beneficial sale for
both Matrix Bancorp and SKS Ventures, LLC. This sale allows Matrix
Bancorp to take another step toward our goal of re-positioning the
company as a traditional community bank serving the Colorado Front
Range market. ABS and its employees have proved valuable to Matrix
Bancorp's operations over the years; however, with the Company's
redirection toward community banking, ABS' business no longer
coincides with our new strategy. We thank the former ABS employees
for their important contributions to Matrix and wish them well in
their new endeavor." Denver-based Matrix Bancorp, Inc. is focused
on developing its community-based banking network through its
Matrix Capital Bank subsidiary by strategically positioning
branches across Colorado's Front Range market. The Bank plans to
grow its network to an estimated five to seven community-based
branches over the next three to five years. The Company recently
identified "United Western" as its proposed new brand name and
anticipates a formal change in legal and trade names during second
or third quarter of 2006, after receiving applicable regulatory and
shareholder approvals. At December 31, 2005, the Company reported
total consolidated assets of $2.1 billion, total loans of $1.4
billion, total deposits of $1.1 billion and total consolidated
shareholders equity of $180.7 million (includes proceeds used for
the Company's January 2006 tender offer). For more information,
please visit www.matrixbancorp.com. Certain statements contained in
this press release that are not historical facts, including, but
not limited to, statements that can be identified by the use of
forward-looking terminology such as "may," "will," "expect,"
"anticipate," "predict," "believe," "plan," "estimate" or
"continue" or the negative thereof or other variations thereon or
comparable terminology, are forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995,
and involve a number of risks and uncertainties. The actual results
of the future events described in such forward-looking statements
in this press release could differ materially from those stated in
such forward-looking statements. Among the factors that could cause
actual results to differ materially are: the timing of regulatory
approvals or consents for contemplated actions; the successful
negotiation of a mutually acceptable definitive agreement; general
economic conditions; competition; the delay in or failure to
receive any required shareholder approvals of the contemplated
actions; the risks and uncertainties discussed elsewhere in the
Company's Annual Report on Form 10-K for the year ended December
31, 2005, filed with the Securities and Exchange Commission on
March 15, 2006; and the uncertainties set forth from time to time
in the Company's periodic reports, filings and other public
statements.
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