First Commonwealth Financial, the parent company of First Commonwealth Bank, has agreed to acquire CenterGroup Financial, the holding company of CenterBank, in an all-stock deal valued at around $54.6m.
According to the terms of the definitive agreement and plan of merger, shareholders of CenterGroup Financial will receive a fixed exchange ratio of 6.1 shares of First Commonwealth common stock for each CenterGroup Financial common share.
Upon the completion of the merger, CenterBank Financial will integrate into First Commonwealth Bank.
Through the transaction, First Commonwealth Financial aims to significantly expand its footprint in the Cincinnati market.
The merger will add around $348.4m in total assets, three branch locations, a loan production office, and a mortgage office to First Commonwealth’s operations in the region.
CenterBank Financial’s customer base, which is 65% business-focused, aligns with First Commonwealth’s strategy to enhance its commercial banking services.
Founded in 2000, CenterBank Financial focuses on deposits, residential mortgages, and full-service banking for owner-managed businesses.
CenterGroup Financial president and CEO Stewart Greenlee said: “We have admired First Commonwealth’s business and reputation within this market and are excited to be a part of its further expansion in Cincinnati.
“This combination also adds expanded banking products to our organisation resulting in an enhanced experience for our customers, employees and community.”
The transaction is expected to be accretive to First Commonwealth’s earnings, contributing approximately 2% growth in 2025 and around 3% in 2026, once cost-saving measures are fully implemented.
Headquartered in Pennsylvania, First Commonwealth operates 125 community banking offices. It offers a full suite of financial services, including commercial and consumer banking, mortgage, wealth management, and insurance through its subsidiaries.
First Commonwealth president and CEO Mike Price said: “We have known the CenterBank team for a long time and believe their customer-focused, commercially oriented business model is a strong cultural alignment and augments our existing Cincinnati growth plans.
“The expansion of our branch network within greater Cincinnati allows us to attract additional talent, create meaningful customer relationships and deepen our penetration within the market.”
The proposed merger has been approved by the boards of directors of both companies.
Subject to customary regulatory approvals and the consent of CenterGroup Financial’s shareholders, the merger is expected to be completed in H1 2025.
For the merger, Raymond James & Associates served as financial adviser to First Commonwealth, while Janney Montgomery Scott acted as financial adviser to CenterGroup Financial.