Northwest Bancshares, the holding company for Northwest Bank, has agreed to acquire US-based Penns Woods Bancorp in an all-stock deal worth around $270.4m.
Penns Woods reported $1.7bn in total deposits, about $2.3bn in assets, and $1.9bn in total loans as of 30 September 2024.
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This move is expected to enhance the combined company’s presence in North Central and Northeastern Pennsylvania.
The combined group is set to hold total assets of more than $17bn, with a network of over 150 financial centres and loan production offices across four states.
Under the merger agreement, unanimously approved by both companies’ boards, Penns Woods shareholders will receive 2.385 Northwest shares for each share held.
Additionally, any unexercised Penns Woods stock options will be cancelled for a cash payment.
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By GlobalDataThe transaction, based on Northwest’s closing stock price of $14.44 as of 16 December 2024, values Penns Woods shares at $34.44 each.
The transaction’s aggregate value includes consideration for unexercised Penns Woods stock options.
Upon completion, Jersey Shore State Bank and Luzerne Bank branches will operate under the Northwest Bank brand.
Penns Woods CEO Richard Grafmyre said: “We believe that the combination of our highly compatible organisations will create a catalyst for growth and benefit all of the communities we serve.
“The merger will provide increased scale and additional capabilities for our customers, and it will provide greater opportunities for our employees to advance their careers as a part of a larger organisation.”
Following the merger, Penns Woods shareholders will own about 12% of the outstanding shares of the merged entity.
Contingent on standard closing conditions, including regulatory approvals and Penns Woods shareholder approval, the deal is expected to be finalised in the third quarter of 2025.
Financial advisory services for Northwest is provided by Janney Montgomery Scott, with Dinsmore & Shohl serving as the legal advisor. Stephens is offering financial advice to Penns Woods, with Stevens & Lee providing legal counsel.
