BankFIRST Announces Signing of Definitive Agreement to Acquire East Coast Community Bank

WINTER PARK, Fla., Jan. 5, 2011 /PRNewswire/ -- The BANKshares, Inc. and BankFIRST (collectively "BankFIRST") today announced the signing of a definitive agreement and plan of merger to acquire all of the outstanding common stock of The Commercial Bancorp, Inc.  The Commercial Bancorp, Inc. is the $90 million-asset bank holding company of East Coast Community Bank (collectively "East Coast"), headquartered in Ormond Beach, Florida.

The definitive agreement provides that the holders of the outstanding common shares of The Commercial Bancorp, Inc. will be paid in a combination of cash, stock and a contingent cash payment based upon the performance of East Coast's loan portfolio following the merger.  Rafael Ramirez the President and CEO of East Coast Community Bank will become President, Volusia County for BankFIRST with responsibilities to expand the bank's Volusia County footprint.  Kevin Bowler, Director of East Coast Community Bank and President of Daytona Beverages will join the BankFIRST Board of Directors. The merger is subject to customary conditions, including the approval of the shareholders of The Commercial Bancorp, Inc. and bank regulatory agencies.  Upon receipt of the approvals, the transaction is expected to close in the second quarter of 2011.  Simultaneously with the completion of this acquisition, East Coast Community Bank will be merged with and into BankFIRST, a Winter Park-based wholly owned subsidiary of The BANKshares, Inc.

BankFIRST's President and CEO, Donald J. McGowan commented, "We are eager to expand our franchise into the Volusia County marketplace.  The acquisition of East Coast Community Bank provides us with a new presence in this market.  The addition of approximately $81 million in deposits and two branch locations in Ormond Beach and Port Orange further enhance our greater Central Florida footprint."  

BankFIRST's Chairman, James T. Barnes, Jr., added, "BankFIRST welcomes East Coast Community Bank to its banking franchise.  We look forward to extending BankFIRST's tradition of Gold Star Quality Service to the Volusia County market and in the process earning the respect and trust of East Coast's clients and employees."

The Commercial Bancorp, Inc. Chairman William Olivari added, "Our Board of Directors chose to become part of BankFIRST because of the shared values of both of our organizations. Like East Coast, BankFIRST is a community bank that has a tradition of social responsibility and customer service.  BankFIRST is Florida's premier business bank and we look forward to having our client base benefit from their industry leading business banking product suite."

On a September 30, 2010 pro forma basis with The Commercial Bancorp, Inc., BankFIRST would have approximately $695 million in assets.

Description of The BANKshares, Inc.

The BANKshares, Inc. is a bank holding company with approximately $606 million in assets. Its subsidiary BankFIRST has 10 branch offices located in Orange, Seminole, Lake and Brevard Counties, serving the communities of Apopka, Clermont, Eustis, Oviedo-Winter Springs, Sanford, Winter Garden, Winter Park, Melbourne, Titusville, and Viera/Suntree.  BankFIRST provides banking and other financial services throughout its branch network to consumers and to small-and medium-sized businesses. The bank has been the recipient of numerous awards, including: "Best Community Bank in Central Florida" by the readers of the Orlando Business Journal in 2006 and 2009, "Best Bank in Seminole County" from 2003 thru 2009, "#1 Small Business Lender in Florida" in 2009, "2009 Business Achievement Award for Civic and Community Efforts" by the Lake Eustis Chamber of Commerce, and "#1 Community Bank SBA Lender in Central Florida."  

For more information on BankFIRST, visit www.bankfirst.com.

Forward-Looking Statements

This press release includes forward-looking statements that involve inherent risks and uncertainties. The BANKshares, Inc. cautions readers that a number of important factors could cause actual results to differ materially from those in the forward-looking statements. These factors include economic conditions and competition in the geographic and business areas in which The BANKshares, Inc., BankFIRST and The Commercial Bancorp, Inc. operate, inflation, fluctuations in interest rates, legislation and governmental regulation and the progress of integrating the operations of The BANKshares, Inc., and The Commercial Bancorp, Inc.

SOURCE The BANKshares, Inc.