Community Bank System to acquire Kinderhook Bank for approx. $93.4M
Community Bank System and Kinderhook Bank announced that they have entered into a definitive agreement pursuant to which Community Bank System will acquire Kinderhook Bank Corp., parent company of National Union Bank of Kinderhook in an all cash transaction representing total consideration valued at approximately $93.4M. The transaction has been unanimously approved by the boards of directors of both companies. This transaction will provide natural market extension for both institutions, joining two high-quality, low-risk franchises with long histories of customer service, as well as a commitment to their communities. Kinderhook Bank provides Community Bank with total assets of nearly $640M, deposits of $560M and 11 banking offices across a five county area. Under the terms of the agreement, shareholders of Kinderhook Bank Corp. will receive consideration per share of common stock equal to $62.00 in cash. This price represents, assuming full conversion of preferred equity, approximately 193% of Kinderhook Bank Corp.'s tangible book value as of September 30, 2018. Upon completion of the transaction, the combined company will have approximately $11.3B in assets. Community Bank System expects the transaction to be approximately 7c-8c per share accretive to its first full year of GAAP earnings and 9c-10c per share accretive to cash earnings, excluding any one-time transaction costs. The merger is expected to close in the second quarter of 2019 and is subject to customary closing conditions, including approval by the shareholders of Kinderhook Bank Corp. and required regulatory approvals.