FNCB Bancorp, Inc. | Stephens

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Financial Advisor and Fairness Opinion

FNCB Bancorp, Inc.

$129 Million 09/27/2023 Financial Institutions Complete
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Transaction Details

  • On September 27, 2023, Peoples Financial Services Corp. ("Peoples") (Nasdaq: PFIS) and FNCB Bancorp, Inc. ("FNCB") (Nasdaq: FNCB) announced they have entered into a definitive agreement under which Peoples and FNCB will combine in an all-stock strategic merger valued at approximately $129.0 million based on a 20-day volume weighted average stock price for Peoples’ common stock of $44.13 as of September 26, 2023.
  • Under the terms of the definitive agreement, which was unanimously approved by the boards of directors of both companies, upon the completion of the merger, the FNCB shareholders would receive 0.1460 shares of Peoples common stock for each share of FNCB common stock they own. The pro forma post-merger shareholder ownership split would be approximately 71% for Peoples and 29% for FNCB.
  • Creates a bank holding company with nearly $5.5 billion in assets and a combined market capitalization of approximately $444 million.
  • The combined bank holding company will operate under the name “Peoples Financial Services Corp.” and will trade under the Peoples ticker symbol “PFIS” on the Nasdaq Stock Market. The combined bank will operate under the “Peoples Security Bank and Trust Company” brand.
Sources: Company Press Release, Company Investor Presentation, and S&P Global Market Intelligence
  1. Pro forma financials for the combined company are based on 3/31/2024 estimated closing date and include the impact of purchase accounting adjustments and balance sheet strategies.

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