City Holding Company Completes Acquisition Strengthening Kentucky Presence
10 Marzo 2023 - 4:45PM
Business Wire
City Holding Company (“City”) (Nasdaq: CHCO), the parent company
of City National Bank of West Virginia, announced today that it has
completed its acquisition of Citizens Commerce Bancshares, Inc.,
(“Citizens”) (OTC: CCVS), the parent company of Citizens Commerce
Bank, headquartered in Versailles, Kentucky. The acquisition became
effective as of the close of business on March 10, 2023. The
acquisition of Citizens was structured as a stock transaction
valued at approximately $62.1 million, or $15.37 per share of
Citizens common stock, with each share of Citizens common stock
being exchanged for 0.1666 shares of City common stock. City and
Citizens first announced that they had entered into an agreement to
merge on October 18, 2022. The acquisition of Citizens included the
merger of Citizens Commerce Bank into City National Bank of West
Virginia.
Based upon financial data as of December 31, 2022, the combined
company will have $6.2 billion in assets, deposits of $5.2 billion,
and gross loans of $3.9 billion, strengthening City’s presence in
the Lexington, Kentucky MSA. “We are very happy to welcome the
staff and customers of Citizens into the City family,” remarked
Charles R. “Skip” Hageboeck, President and Chief Executive Officer
of City. “From the perspective of Citizens customers, they will
continue to see the same people who have been serving them, and
also will have access to enhanced products and services. We have
been able to retain more employees than originally anticipated,
with approximately one dozen administrative/operational staff from
Citizens that are now filling open positions that existed at City.
City’s dedication to remain a community-focused bank means that our
commitment to the local communities will continue to be quite
strong.”
Piper Sandler & Co. served as financial advisor and Dinsmore
& Shohl LLP served as legal counsel to City in this
transaction. Forvis Capital Advisors, LLC served as financial
advisor and Wyatt, Tarrant & Combs, LLP served as legal counsel
to Citizens. Hovde Group, LLC issued a fairness opinion to the
board of Citizens.
About City Holding Company
City Holding Company, headquartered in Charleston, West Virginia
is a financial holding company which owns City National Bank of
West Virginia. City received the highest ranking in customer
satisfaction in the north central region in J.D. Power’s 2022 U.S.
Retail Banking Satisfaction Study. City provides a full range of
consumer and commercial banking services to individuals, businesses
and industries through its 99 branches across West Virginia,
Kentucky, Virginia and Ohio. As of December 31, 2022, City had $5.9
billion in total assets, $4.9 billion in deposits, and $3.6 billion
in gross loans. For additional information, locations, and hours of
operation, please visit www.bankatcity.com.
Safe Harbor Statement:
Statements made in this news release that are not historical
facts are “forward-looking statements” within the meaning of
Section 27A of the Securities Act of 1933, as amended, Section 21E
of the Securities Exchange Act of 1934, as amended, and the Private
Securities Litigation Reform Act of 1995. These statements are
subject to certain risks and uncertainties including, but not
limited to, the successful integration of the transactions
contemplated in this release, which includes the retention of the
acquired customer relationships, adverse changes in economic
conditions, the impact of competitive products and pricing and the
other risks set forth in City’s filings with the SEC. As a result,
actual results may differ materially from the forward-looking
statements in this news release. These factors are not necessarily
all of the factors that could cause City’s actual results,
performance, or achievements to differ materially from those
expressed in or implied by any of the forward-looking statements.
Other unknown or unpredictable factors also could harm City’s
results.
All forward-looking statements attributable to City, or persons
acting on City’s behalf, are expressly qualified in their entirety
by the cautionary statements set forth above. Forward-looking
statements speak only as of the date they are made and City does
not undertake or assume any obligation to update publicly any of
these statements to reflect actual results, new information or
future events, changes in assumptions, or changes in other factors
affecting forward-looking statements, except to the extent required
by applicable laws. If City updates one or more forward-looking
statements, no inference should be drawn that City will make
additional updates with respect to those or other forward-looking
statements.
Filed by City Holding Company Pursuant to Rule 425 under the
Securities Act of 1933 and deemed filed pursuant to Rule 14a-12
under the Securities Exchange Act of 1934
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David L. Bumgarner, Executive Vice President and Chief Financial
Officer (304) 769-1169
City (NASDAQ:CHCO)
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