Mergers & Acquisitions

Source: SNL

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Deal Overview

Commerce Bancshares, Inc.
Actual Acquirer:
CBI-Kansas, Inc.
Summit Bancshares, Inc.
Deal Type:
Bank & Thrift Company
Agreement Date:
Announcement Date:
Announced Deal Value ($ M):
Completion Date:
Announced Deal Value Per Share ($ )

Consideration Breakout
Common Stock ($M) 42.3
Common Stock Issued 1,109,593

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 174.6 175.3
Price / Tangible Book (%) 174.6 175.3
Price / Earnings (x) 18.7 17.5
Price / Deposits (%) 17.59 19.46
Price / Assets (%) 15.58 17.17
Tangible Book Premium/ Deposits (%) 8.91 9.73
Deal Terms
Description of Consideration

Commerce Bancshares Inc. paid approximately $44 million in stock including approximately $1.7 million consideration for Option holders, to acquire all of the outstanding shares of Summit Bancshares Inc. Target financials are for Summit Bank. Ratios on completion are based on Summit Bancshares Inc.'s June30, 2013 small parent equity and LTM net Income of $25,100,000 and $3,867,000 respectively, and earnings ratio is tax adjusted. Exchange ratio was subject to adjustment based on Commerce Bancshares Inc.'s closing price within a $40.59-$36.59 cap/floor.

Accounting Method Acquisition
In-State Transaction? No
Merger of Equals? No
Geographic Expansion? Partial Overlap
Goodwill Generated ($ 000) 13,336
Estimated Cost Savings (%) NA
Estimated Cost Savings ($ 000) NA
Est. Restructuring Charges ($ 000) NA
Maximum Termination Fee ($ 000) 1,975
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) NA
Exchange Ratio (Common For Preferred) NA
Exchange Ratio (Preferred For Common) NA
Exchange Ratio (Preferred For Preferred) NA
Lockup Agreement No
Strike Price ($ ) NA
% of Shares Outstanding NA
Shares Under Option NA
Core Deposit Intangibles ($ 000) 5,550
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer No NA
Seller Yes D.A. Davidson & Co.
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Husch Blackwell LLP
Seller Yes McAfee & Taft