Capital Bank merger approved by regulators

Headquarters stay in Raleigh

Staff WriterApril 30, 2011 

  • Capital Bank plans to hold its annual shareholders' meeting on May 26 at its downtown Raleigh headquarters, the company disclosed in a filing with the Securities and Exchange Commission on Friday.

    At that meeting, shareholders will be asked to vote on seven nominees to the bank's new board of directors. The board was revamped after North American Financial Holdings acquired a controlling stake in the bank in late January.

    The new board consists of five members who are affiliated with North American plus two holdover directors: Charles F. Atkins and O.A. "Buddy" Keller III. The new chairman is R. Eugene Taylor, who also is CEO of both Capital Bank and North American.

    Grant Yarber, the former Capital Bank CEO who is now market president for North Carolina, was a member of the old board but will not be part of the new one.

    Staff writer David Ranii

The grand plan to fold Capital Bank and four other banks into one company operating under the Capital brand has been approved by federal regulators.

This week the Office of the Comptroller of the Currency approved merging the financial institutions into a bank with a national charter, called NAFH National Bank, which is the creation of North American Financial Holdings.

North American invested $181 million in Raleigh-based Capital this year and owns an 83 percent stake in the bank. As with other community banks across the country, Capital ran into financial problems as the recession hurt its portfolio of real estate and other loans.

North American had previously acquired four out-of-state banks.

Regulators also approved operating the combined banks under the Capital brand, said Christopher Marshall, chief financial officer of both North American and Capital.

As previously announced, Capital will expand from 32 branches across the state to 84 branches in three states - North Carolina, South Carolina and Florida.

For regulatory purposes, NAFH is based in Miami - as is North American Financial. But for all practical purposes the Capital headquarters remains in Raleigh, Marshall said.

"We have no intention whatsoever of moving our headquarters from Raleigh," he said.

Capital Bank has more than 100 headquarters employees spread across two Raleigh locations.

In 2006, the bank shifted its headquarters from the Crabtree Valley area to a more prominent high-rise building on downtown Raleigh's Fayetteville Street that sports its name.

"Our space in Miami, our office space, is half of a small floor in an office building above our branch, and theonly people that are there are the commercial lenders that service that area," Marshall added. "There isn't even an empty office for me to sit in when I go there."

Although North American has been technically headquartered in Miami all along, Marshall and CEO Gene Taylor have been based in Charlotte and plan to remain there. Taylor and Marshall are former Bank of America executives.

Marshall said that all the major headquarters functions currently based in Raleigh will remain here. "And," he added, "there is a high likelihood jobs will continue to migrate to Raleigh as we buy other (banks)."

Marshall said Miami was established as NAFH's headquarters "for regulatory purposes" last year when it bought two failed Florida banks and a South Carolina bank.

That put the company under the jurisdiction of the Federal Reserve Bank of Atlanta. Changing addresses would mean moving to the jurisdiction of the Federal Reserve in Richmond, triggering a new bank examination that wouldn't do anyone any good, Marshall said.

"It is in our interest - and the regulators' interest - that we don't change that [address] once we are operational, no matter how many acquisitions we do," Marshall said. "We both devoted a lot of time into establishing a working relationship. We have no intention of changing our official mailing address, but that is distinctly different from our headquarters, which is in Raleigh."

david.ranii@newsobserver.com or 919-829-4877

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