SOURCE: Omega Commercial Finance Corp.

January 18, 2008 12:27 ET

Omega Executes Offer Sheet for Acquisition of 3 New York Small Community Bank Branches

MIAMI, FL--(Marketwire - January 18, 2008) - Jon S. Cummings IV, President/CEO of Omega Commercial Finance Corp. (OTCBB: OCFN), which is an integrated diversified commercial real estate financing public holding company, executed an Offer Sheet for the acquisition of a federally chartered OTS small community bank. The ownership of the bank and Omega have agreed to the initial acquisition price for the 3 operational branches located in New York City, with total combined assets of $75 million dollars. Both parties have yet to establish a definitive Stock Purchase Agreement, until preliminary due diligence is completed by Patton Boggs LLP, which is a top law firm that structures bank acquisitions. Additionally, any final acquisitions must be cleared by the Federal OTS regulators in order for Omega to take over ownership. In the event of the regulatory approval, Omega anticipates using a combination of cash and stock to structure the purchase of the bank branches and will create a subsidiary bank holding company with 100% ownership going to Omega. Hence, management intends to increase the bank's current equity subsequently increasing the bank's lending capacity proportionally from $75 million dollars to potentially $500 million dollars in assets; and increase the loan per borrower from $1.625 million to $12.5 million. The bank at this time is generating profits; furthermore, the current President is prepared to stay on for an additional 3 years for the purpose of maintaining and expanding the existing business model. Omega also intends to change the name of the bank and open branches in Miami, Los Angeles, and Manhattan. These are all strong banking markets with current valuations 3 to 7 (times) the book value. Omega anticipates through this acquisition to develop the bank's wealth management services through its wholly owned full service broker dealer / investment banking company, ASG Securities; plus, this augments both the bank's and Omega's existing strategy through the CDO's, CLO's, ASB's, and CMBS markets. In addition, the integration of the bank's products and services will allow Omega to originate commercial real estate Alternative High/Yield Debt Financing Programs and our "Niche" Purchase Lease Buyback Programs for Borrowers that do not qualify for the bank's traditional financing programs. Still, the most compelling reason for this acquisition is that the bank will add more income streams (i.e. products and services) to Omega which management has determined will require no additional overhead or cost en route for substantially increased profits and shareholder value. To conclude, assuming regulatory approvals are received as expected, the acquisition should close by late Q3 of '08.

Safe Harbor Statement: The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for forward-looking statements. Certain of the statements contained herein, which are not historical facts, are forward-looking statements with respect to events, the occurrence of which involve risks and uncertainties. These forward-looking statements may be impacted, either positively or negatively, by various factors. Information concerning potential factors that could affect the Company is detailed from time to time in the Company's reports filed with the Securities and Exchange Commission.

Contact Information

  • Omega Commercial Finance Corp.
    (305) 677-0306