Sterling Bancorp announces $4.85 per share liquidation

Published 01/04/2025, 21:06
Sterling Bancorp announces $4.85 per share liquidation

SOUTHFIELD, Mich. - Sterling Bancorp, Inc. (NASDAQ:SBT), known as "Sterling" or the "Company," declared an initial liquidating distribution of $4.85 per share, totaling approximately $252 million, set to be paid on April 8, 2025, to shareholders recorded as of April 1, 2025. The distribution represents a significant portion of the company’s current market capitalization of $253.13 million, with shares trading at $4.84. According to InvestingPro analysis, Sterling shows a high shareholder yield despite historically not paying dividends. This action follows the company’s Plan of Dissolution, as it proceeds with its wind-down process.

The company has also closed its stock transfer books and filed a Form 25 with the Securities and Exchange Commission to delist its common stock from the Nasdaq Capital Market. A Form 15 is expected to be filed within the next 20 days to suspend its reporting obligations under the Securities Exchange Act of 1934. InvestingPro data reveals the company’s overall financial health score is rated as WEAK, with particularly concerning metrics in profitability and growth. Subscribers to InvestingPro have access to over 30 additional financial health indicators and analyst insights.

Sterling’s final cash distribution to shareholders is contingent upon settling the company’s debts and obligations in accordance with Michigan law and the Plan of Dissolution. This includes addressing potential liabilities and defense costs arising from demand letters received from a purported shareholder and two former executive officers of Sterling Bank and Trust, F.S.B., the company’s former wholly-owned banking subsidiary. The company’s debt-to-equity ratio stands at a modest 0.03, though its negative free cash flow yield and high P/E ratio of 121 suggest potential challenges ahead. The timing and amount of the final liquidating distribution remain uncertain.

After the initial distribution, Sterling will retain approximately $16 million in cash to complete its wind-down. Computershare Inc. and Computershare Trust Company, N.A. will serve as the paying agents for the liquidating distributions.

In related news, Thomas M. O’Brien has resigned as Chairman, President, and CEO following the sale of the Bank but will continue to serve on the Board. Steven E. Gallotta has been appointed as the new Chairman of the Board. Karen Knott and Christine Meredith will remain as consultants post-closure, with Meredith stepping in as President and Knott continuing as Chief Financial Officer and Treasurer.

Sterling Bancorp completed the sale of Sterling Bank and Trust, F.S.B. to EverBank Financial Corp on April 1, 2025, and subsequently filed a certificate of dissolution as part of the company’s termination plan.

This announcement contains forward-looking statements regarding Sterling’s expectations and plans for the future, which involve inherent risks and uncertainties. The company cautions that these statements are not guarantees of future performance and actual results may differ materially. This information is based on a press release statement.

In other recent news, Sterling Bancorp announced the immediate vesting of all unvested shares of restricted stock for independent directors and certain key employees. This decision was made by the Executive Compensation Committee following the fulfillment of specific conditions, including shareholder approval for the sale of Sterling Bank and Trust, F.S.B. to EverBank Financial Corp, as well as the acquisition of necessary regulatory approvals. The accelerated vesting aligns with the company’s significant transaction involving the sale of Sterling Bank and Trust, F.S.B., and is set to take place on March 19, 2025. Sterling Bancorp’s filings with the Securities and Exchange Commission outline the potential impact of this move on its financial performance and business strategy. The company has emphasized the importance of regulatory compliance in its forward-looking statements. This development is part of Sterling Bancorp’s broader efforts to align its executive compensation with strategic business decisions. The company’s recent Annual Report on Form 10-K provides detailed insights into various risks and uncertainties related to its operations.

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