Strategic Insights into Banking & Fintech

Triad Business Bank emerges in fight over M&F Bank in N.C.

The sale of one of the nation’s oldest Black-owned banks has become a public contest.

Optus Financial in Columbia, S.C., agreed in July to buy M&F Bancorp in Durham, N.C., for $105 million in cash, but M&F Bancorp’s shareholders failed to approve the sale at an Oct. 7 special meeting. The $517.5 million-asset M&F Bancorp plans to hold a new vote on Oct. 20.

Meanwhile, Triad Business Bank in Greensboro, N.C., confirmed that it was the unnamed rival bidder described in M&F Bancorp’s merger proxy. In an open letter to shareholders, the $536 million-asset bank laid out its latest offer, which it said M&F Bancorp’s board had rejected four times.

Triad Business Bank claimed in its press release that the delay was meant to give shareholders more time to consider its proposal.

Under the agreement with Optus, M&F Bank would merge into Optus Bank, and M&F’s name, which dates to 1907, would go away. Optus would pay up to $53.30 a share. Shareholders get $46.57 at closing. The remaining $6.73 is paid only if M&F’s Series E preferred stock is redeemed.

Triad Business Bank shared its latest offer, which gives shareholders options. They can take $53.50 a share in cash at closing, a fixed amount, though cash is capped at 25% of shares and prorated above that. Or they can take 1.25 shares of the combined company for each M&F Bancorp share.

Triad’s structure would keep the seller’s identity. M&F Bancorp would remain the holding company and own both banks. M&F Bank would keep its name, charter, Durham headquarters, and MDI status. The holding company’s board would be majority African-American, a requirement written into its charter and bylaws. Triad says the combined company would have about $1 billion in assets and would seek a Nasdaq listing within 12 to 18 months of closing.

“We believe in M&F, and we have made an offer that honors and preserves its legacy,” Triad Business Bank said in the letter.

M&F Bancorp’s board hasn’t signed onto that idea. On Oct. 14, it concluded that the proposal “is not reasonably likely to lead to a superior proposal” and set an Oct. 16 deadline for any further bids. Triad Business Bank claimed that, in a Sept. 30 proxy supplement, M&F Bancorp’s board described Triad Business Bank’s financial results as “sub-standard and predominantly unprofitable.”

Triad’s stock opened at $10 in March 2020 and now trades around $6.42. The bank has about $120 million in brokered deposits. Most of the value in Triad Business Bank’s stock option rests on projections of $69 a share at listing and $108 by year five, numbers Triad itself calls “illustrations, not forecasts.”

M&F Bancorp is a small company. According to its 2026 proxy statement, it has fewer than 2 million shares outstanding and about 700 shareholders of record. Four outside investors controlled about 30% of the stock: Exploration Capital Fund of Salt Lake City (10.2%), the Julia W. Taylor Trust (8.2%), James I. Anthony Jr. (6.9%), and Fred M. Valenti (5.3%).

M&F Bancorp’s directors and executive officers together owned 5.7%.

Leave a Reply

Your email address will not be published. Required fields are marked *