Business
NBT Bancorp and Salisbury Bancorp Announce Agreement to Merge
Natural Extension into Attractive Contiguous Markets with High-Quality PartnerAdditional Scale in Combined Connecticut FootprintExpansion into Hudson Valley
About this update from Nbt Bancorp Inc.
[{"type":"text","content":"Natural Extension into Attractive Contiguous Markets with High-Quality PartnerAdditional Scale in Combined Connecticut FootprintExpansion into Hudson Valley Region of Upstate New York’s “Chip Corridor”Immediate Market Premium to Salisbury Shareholders and an approximate 40% dividend improvement; Strong Earnings Accretion to Combined Shareholder BaseBenefits of Additional Scale and Operating Leverage; Complementary Wealth Advisory Businesses and Increased Fee-Based RevenueConsistent Business Models and Strong Cultural Alignment NORWICH, N.Y. and LAKEVILLE, Conn., Dec. 05, 2022 (GLOBE NEWSWIRE) -- NBT Bancorp Inc. (NBT) (NASDAQ: NBTB) and Salisbury Bancorp, Inc. (Salisbury) (NASDAQ: SAL) announced today that they have entered into a definitive agreement pursuant to which Salisbury will merge with and into NBT. The merger consideration is 100% stock and is valued at approximately $204 million and is expected to close in the second quarter of 2023 subject to customary closing conditions, including approval by the shareholders of Salisbury and required regulatory approvals. The combination, approved unanimously by the boards of directors of both companies, will provide market extension for both institutions and join two high-quality franchises with long histories of service to their customers and communities. Salisbury is a premier community bank franchise headquartered in Lakeville, CT and had assets of $1.51 billion, deposits of $1.33 billion, and net loans of $1.18 billion as of September 30, 2022. Its primary subsidiary, Salisbury Bank and Trust Company, is a Connecticut-chartered commercial bank with 14 banking offices in northwestern Connecticut, the Hudson Valley region of New York and southwestern Massachusetts. Under the terms of the merger agreement, each outstanding share of Salisbury common stock will be converted into the right to receive 0.7450 shares of NBT common stock upon completion of the merger, which equates to a value of $35.00 per Salisbury share and based on NBT’s volume-weighted average closing stock price of $46.98 for the 10-day trading period ending on November 29, 2022. The transaction is intended to qualify as a reorganization for federal income tax purposes, and as a result, the receipt of NBT common stock by shareholders of Salisbury is expected to be tax-free. NBT expects the transaction to be approxi...