The combined company will operate as a top community banking franchise under the LINKBANCORP brand name, with nearly $3bn in assets and more than $300m in estimated market capitalisation
LINKBANCORP to merge with Partners Bancorp. (Credit: Sasun Bughdaryan on Unsplash)
LINKBANCORP, the parent company of LINKBANK, and Partners Bancorp, have signed an agreement to combine in an all-stock combination, valued at around $167.8m.
Partners Bancorp is a financial services company with two wholly-owned operating subsidiaries, The Bank of Delmarva, and Virginia Partners Bank
The transaction consideration is based on LINK’s 10-day volume-weighted average price of $8.08 as of 21 February 2023.
Under the terms of the agreement, Partners shareholders will receive 1.15 shares of LINK common stock, in exchange for each Partners share held.
The transaction, which has been unanimously approved by the boards of directors of both companies, is expected to close in the third quarter of 2023
Its closing is subject to the satisfaction of customary closing conditions, including receipt of regulatory approvals and approval by the shareholders of each company.
LINKBANCORP CEO and vice chairman Andrew S Samuel said: “This is a transformational partnership that will enhance what both banks are able to do for our team members, clients, investors, and communities, while driving significant value for our shareholders.
“This merger significantly accelerates each entity’s size, profitability, and operating leverage. We look forward to bringing our companies together to better serve all stakeholders and achieve our mission of positively impacting lives.”
Upon completion of the transaction, the combined company will become a top community banking franchise with nearly $3bn in assets and more than $300m in market capitalisation.
Partners shareholders will own around 56%, and LINK shareholders about 44% of the combined company.
It will operate under the LINKBANCORP brand name, and all the Partners’ subsidiary banks will merge into the combined bank subsidiary LINKBANK.
Partners’ executives will lead the Delmarva/Maryland, Northern Virginia, and Fredericksburg regions for the combined entity.
The combined company will operate under LINK’s regional-focused business model, with corporate headquarters in Camp Hill, Pennsylvania, and will trade on Nasdaq Stock Market.
Luse Gorman served as legal advisor, and Stephens as exclusive financial advisor to LINK, and has rendered a fairness opinion to its board of directors.
Troutman Pepper Hamilton Sanders served as legal advisor, and Piper Sandler & Co. as exclusive financial advisor to Partners Bancorp, and has rendered a fairness opinion to its board of directors of Partners.
Partners Bancorp director, CEO, and president John W Breda said: “This is an exciting combination that accelerates our strategic objectives to create the leading community bank headquartered in the Mid-Atlantic markets.
“Our combined size and resources will significantly enhance our scale and ability to help customers through higher lending limits and greater investment in technology, and will increase career opportunities for employees.”