Windsor Bancorp to be merged with ACNB in $33m deal
Staff Writer |
ACNB Corporation announced the execution of the agreement for New Windsor Bancorp to be merged with and into an ACNB acquisition subsidiary.
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As soon as possible thereafter, New Windsor State Bank, New Windsor’s wholly-owned subsidiary bank, will merge with and into ACNB Bank. Two directors from New Windsor will join the boards of ACNB and ACNB Bank, respectively, and ACNB Bank will operate in the Maryland market as “New Windsor Bank, a division of ACNB Bank.”
Once the merger is complete, ACNB will have 29 retail banking offices in Pennsylvania and Maryland - offering a full range of integrated financial services, including banking, trust, brokerage, mortgage and insurance, as well as full-service ATMs.
ACNB indicated that since this is a market expansion transaction, many of New Windsor State Bank employees will be retained, specifically in the areas of lending, customer contact and retail.
At their election, New Windsor shareholders will receive 1.10 shares of ACNB common stock or $30.00 cash for each share of New Windsor common stock that they own as of the closing date.
The transaction is subject to an election and allocation procedure that will result in 85% of the consideration being paid as ACNB common stock and 15% of the consideration being paid in cash.
The 15% paid in cash will be paid on the basis of $30.00 per share.
Based on the market close on November 21, 2016, the transaction is valued at $33,294,000 or $33.11 per share.
The transaction is intended to qualify as a tax-free reorganization for federal income tax purposes. ■
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