No Competing Bids; First Place Bank Goes to Talmer

Friday, December 14, 2012

WARREN, Ohio -- The chief asset of First Place Financial Corp. -- First Place Bank -- is scheduled to be sold this morning to Talmer Bancorp Inc. of Troy, Mich., pending approval by U.S. Judge Brendan L. Shannon. No qualified bidders came forward by the yesterday’s deadline and therefore the asset auction that was scheduled to take place today has been cancelled and instead a hearing on Talmer’s amended bid will go forward.

First Place Financial Corp. filed Chapter 11 bankruptcy Oct. 29 in U.S. Bankruptcy Court for the District of Delaware. At the time, the holding company said it had reached an agreement to sell the assets of First Place Bank to Talmer Bancorp Inc. of Troy, Mich., for $45 million, which pledged to infuse as much as $205 million in capital into the bank after the sale was completed.

Following a hearing last month, during which Judge Shannon considered objections from the U.S. Treasury Department, Talmer revised its offer to include the assumption of $15 million in debt.

Talmer Bancorp’s largest investor is W.L. Ross & Co., owned by billionaire Wilbur Ross, which owns 24% of the company’s stock, according to The Wall Street Journal.

First Place Financial Corp. owes the Treasury Department $72.9 million plus interest under the Troubled Asset Relief Program. Treasury advanced the holding company $72.9 million March 13, 2009, and in return received preferred stock from First Place Financial Corp. that paid 5% annual interest with warrants.

In a footnote to today’s sale hearing, First Place reported Thursday to the U.S. Securities and Exchange Commission that the bank and its holding company’s former CEO, Steven R. Lewis, has official resigned from its board.

Lewis was terminated April 20 by the boards of both entities but remained a director of First Place Financial Corp. He has sued the company in Trumbull County Common Pleas Court. On Dec. 10, Lewis sent by email a resignation letter addressed to the company’s board chairman, Sam Roth, and corporate secretary, Craig Carr, First Place told the SEC.

In his letter, Lewis said, “I am compelled to take this step due to a separation of philosophies as to strategic direction for the company. It is with extreme regret that I sever my last tie with the First Place organization. My compassion for the shareholders, the staff, our history together, and the strong relationships that we built with the communities served will always be the foundation of my career.”