The board of Mercantil Servicios Financieros, C.A. (CCSE:MVZ.B) announced the spin-off of 80.1% stake in Mercantil Bank Holding Corporation on December 15, 2017. Under the transaction, Class A and Class B common stocks of Mercantil Bank Holding Corporation will be distributed to Class A and Class B share-holders of Mercantil Servicios Financieros, C.A., respectively at a ratio of one share of Mercantil Bank Holding Corporation for every one share of Mercantil Servicios Financieros, C.A. Following the spin-off, Mercantil Servicios Financieros, C.A. is expected to sell, from time to time, the 19.9% of class A and class B common stocks of Mercantil Bank Holding Corporation it will hold following the delivery of shares of Mercantil Bank Holding Corporation to shareholders of Mercantil Servicios Financieros, through the spin-off. Upon completion, Mercantil Bank Holding Corporation is expected to go public and its new shareholders would then have the power to change the makeup of its board.

Millar Wilson and Alfonso Figueredo will provide consulting services to Mercantil Servicios Financieros Group while serving as executive for Mercantil Bank Holding Corporation. Gustavo J. Volmer will serve as Executive Chairman of Mercantil Servicios Financieros and as Non-Executive Chairman of Mercantil Bank Holding Corporation and the Bank post-separation. Mercantil Bank Holding Corporation intends to list its class A and class B stock for trading on Nasdaq Stock Market following its registration statement becoming effective.

Mercantil Bank Holding Corporation intends to list shares of Class A common stock on the Nasdaq Stock Market under the symbol “MBNAA” and intend to list shares of Class B common stock on the Nasdaq Stock Market under the symbol “MBNAB.” The transaction is subject to all third party consents and waivers, regulatory and government approvals, including bank regulators in the U.S. and Venezuela and the Securities and the effectiveness of a registration statement to be filed by the company with the U.S. Securities and Exchange Commission. The transaction has been approved by the shareholders of Mercantil Servicios Financieros, C.A., and unanimously by the Board of Directors of Mercantil Servicios Financieros. The transaction is expected to close on August 10, 2018.

As of March 23, 2018, April 2, 2018 was established as the record date. The transaction is expected to be completed in the first half of 2018. Jones Day acted as legal counsel for Mercantil Bank Holding Corporation and Mercantil Servicios Financieros.

John Roddy and Brian Nestor of Raymond James & Associates, Inc. acted as financial advisor for Mercantil Bank Holding Corporation. Computershare, Inc. and Computershare Trust Company, NA acted as transfer agent for Mercantile Bank Holding. JPMorgan Chase Bank N.A. New York Branch acted as a depositary for Mercantil Servicios Financieros.