As per the terms of the deal, the subsidiary of Jefferson Bancorp including Bay Bank and Carrollton Bancorp’s subsidiary Carrollton Bank will also merge, with Bay Bank.
Bay Bank chairman Kevin Byrnes said that the board is pleased with the transaction and it represents the execution of its stated strategy to be opportunistic in its growth through mergers with like minded Maryland community banks.
"We believe that our access to capital when coupled with our highly experienced management team will allow us to grow to the scale necessary to meet the needs of our customers on a full service basis," said Byrnes.
The merger deal has been valued nearly $25m in stock and cash, including $15.4m in consideration to Carrollton shareholders and repayment of $9.1m in TARP funding to the US Treasury.
According to the acquirer, the integration of the both firms will combine the strengths of the two organizations in the Maryland market with a collective 12 bank branches in the Baltimore/Washington market.
On a pro forma consolidated basis, the new Carrollton will have nearly $472.3m in total assets, $382.8m in gross loans, and $412.9m in total deposits, after purchase accounting adjustments.
The new Carrollton Board of Directors will consist of six existing Jefferson directors and three directors from the legacy Carrollton Board.
Upon the completion of the deal, which is expected to close in the third quarter this year, Carrollton Bank’s president and CEO, Robert Altieri, will join the management team of Bay Bank as an executive vice president, managing several of the bank’s core businesses.
Monocacy Financial Advisors acted as financial advisor to Carrollton and K&L Gates as Carrollton’s legal counsel while Arnold & Porter served as legal counsel to Jefferson.
