US-based financial holding companies NBT Bancorp and Evans Bancorp have agreed to merge in an all-share deal valued at approximately $236m.
According to the terms of the definitive agreement, NBT Bancorp will acquire all outstanding Evans Bancorp shares in exchange for NBT Bancorp’s common shares at a fixed exchange ratio of 0.91 NBT Bancorp shares for each Evans Bancorp share.
The consideration is based on NBT Bancorp’s closing stock price of $46.28 on 6 September 2024.
Through the merger with Evans Bancorp, NBT Bancorp aims to expand its growing footprint to Western New York. This is expected to enable NBT Bancorp to bring the next generation of community banking into the region.
The combined entity is expected to have the highest deposit market share in Upstate New York for any bank with assets under $100bn. It will also have a network of more than 170 locations from Buffalo, New York, to Portland, Maine.
Evans Bancorp’s primary subsidiary is the full-service community bank Evans Bank. The bank has 18 branches that offer financial services to consumer, business, and municipal customers throughout Western New York.
As of 30 June 2024, Evans Bancorp reported total assets of $2.26bn.
Evans Bancorp president and CEO David Nasca said: “We believe this strategic merger offers customers and the communities we serve access to elevated financial products and relationships with a combined organisation that has consistently received recognition for delivering outstanding service while creating tremendous value for shareholders.”
Headquartered in New York, NBT Bancorp primarily operates through full-service community bank, NBT Bank, and two financial services companies. NBT Bancorp reported total assets of $13.5bn as of 30 June 2024.
NBT Bank has 154 locations across seven northeastern states.
NBT Bancorp president and CEO Scott Kingsley said: “Adding the greater Buffalo and Rochester communities to the markets served by NBT is a natural geographic extension of our footprint in Upstate New York where we have been very active and successful for nearly 170 years.
“We share strong community banking values with Evans and look forward to working with their experienced team to build on the relationships they have established with their customers, communities and shareholders.”
The proposed deal has been unanimously approved by the boards of directors of both companies.
Subject to customary conditions, including Evans Bancorp shareholders’ approval and the required regulatory approvals, the merger is anticipated to be completed in Q2 2025.
For the transaction, Stephens served as the financial adviser to NBT Bancorp while Piper Sandler was the financial adviser to Evans Bancorp.
