NBT Bancorp Inc. Receives Regulatory Approval, Evans Bancorp, Inc. Shareholders Approve Merger
20 Dezembro 2024 - 5:00PM
NBT Bancorp Inc. (“NBT”) (NASDAQ: NBTB) announced that it has
received regulatory approval to complete the proposed merger (the
“Merger”) of Evans Bancorp, Inc. (“Evans”) (NYSE American: EVBN)
with and into NBT and Evans Bank, N.A. (“Evans Bank”) with and into
NBT Bank, N.A. (“NBT Bank”). The Office of the Comptroller of the
Currency approved the merger of Evans Bank with and into NBT Bank,
and NBT received a waiver from the Federal Reserve Bank of New York
for any application with respect to the merger of Evans with and
into NBT.
On December 20, 2024, the shareholders of Evans voted to approve
the Merger. Evans reported over 75% of the issued and
outstanding shares of Evans were represented at a special
shareholder meeting and over 96% of the votes cast were voted to
approve the Merger.
“We are pleased that we have received the necessary regulatory
approvals to proceed with the Merger and that Evans shareholders
have demonstrated strong support for the partnership that will
bring NBT and Evans together,” said NBT President and CEO Scott A.
Kingsley. “Team members from NBT and Evans have been working
closely to plan for a smooth transition in the second quarter of
2025, and we look forward to continuing to build on the
relationships Evans has established with their customers,
communities and shareholders as we extend NBT’s footprint in
Upstate New York into the attractive Buffalo and Rochester
markets.”
“These approvals are important milestones in the merger process,
and we are grateful that Evans shareholders have so positively
endorsed this strategic partnership,” said David J. Nasca, Evans
President and Chief Executive Officer. “Joining the NBT family will
benefit our customers and communities as they will continue to be
served by a combined organization upholds our shared culture and
values, maintains our relationship-focused approach, and offers an
elevated suite of financial products and services.”
On September 9, 2024, NBT, Evans, NBT Bank and Evans Bank
entered into an Agreement and Plan of Merger pursuant to which
Evans will merge with and into NBT in an all-stock transaction, and
immediately after, Evans Bank will merge with and into NBT Bank.
This Merger will bring together two highly respected banking
companies and extend NBT’s growing footprint into Western New York.
The Merger is expected to close in the second quarter of 2025 in
conjunction with the system conversion, pending customary closing
conditions.
About NBT Bancorp Inc.NBT Bancorp Inc. is a
financial holding company headquartered in Norwich, NY, with total
assets of $13.84 billion at September 30, 2024. NBT primarily
operates through NBT Bank, N.A., a full-service community bank, and
through two financial services companies. NBT Bank, N.A. has 155
banking locations in New York, Pennsylvania, Vermont,
Massachusetts, New Hampshire, Maine and Connecticut. EPIC
Retirement Plan Services, based in Rochester, NY, is a national
benefits administration firm. NBT Insurance Agency, LLC, based in
Norwich, NY, is a full-service insurance agency. More information
about NBT and its divisions is available online at:
www.nbtbancorp.com, www.nbtbank.com, www.epicrps.com and
https://www.nbtbank.com/Insurance.
About Evans Bancorp, Inc.Evans is a financial
holding company headquartered in Williamsville, NY, with total
assets of $2.28 billion at September 30, 2024. Its primary
subsidiary, Evans Bank, N.A., is a full-service community bank with
18 branches providing comprehensive financial services to consumer,
business and municipal customers throughout Western New York. More
information about Evans is available online at www.evansbancorp.com
and www.evansbank.com.
Forward-Looking StatementsThis communication
contains forward-looking statements as defined in the Private
Securities Litigation Reform Act of 1995. Such forward-looking
statements about NBT and Evans and their industry involve
substantial risks and uncertainties. Statements other than
statements of current or historical fact, including statements
regarding NBT’s or Evans’ future financial condition, results of
operations, business plans, liquidity, cash flows, projected costs,
and the impact of any laws or regulations applicable to NBT or
Evans, are forward-looking statements. Words such as “anticipates,”
“believes,” “estimates,” “expects,” “forecasts,” “intends,”
“plans,” “projects,” “may,” “will,” “should” and other similar
expressions are intended to identify these forward-looking
statements. Such statements are subject to factors that could cause
actual results to differ materially from anticipated results.
Among the risks and uncertainties that could cause actual
results to differ from those described in the forward-looking
statements include, but are not limited to the following: (1) the
businesses of NBT and Evans may not be combined successfully, or
such combination may take longer to accomplish than expected; (2)
the cost savings from the merger may not be fully realized or may
take longer to realize than expected; (3) operating costs, customer
loss and business disruption following the merger, including
adverse effects on relationships with employees, may be greater
than expected; (4) the possibility that the merger may be more
expensive to complete than anticipated, including as a result of
unexpected factors or events; (5) diversion of management’s
attention from ongoing business operations and opportunities; (6)
the possibility that the parties may be unable to achieve expected
synergies and operating efficiencies in the merger within the
expected timeframes or at all and to successfully integrate Evans’
operations and those of NBT; (7) such integration may be more
difficult, time consuming or costly than expected; (8) revenues
following the proposed transaction may be lower than expected; (9)
NBT’s and Evans’ success in executing their respective business
plans and strategies and managing the risks involved in the
foregoing; (10) the dilution caused by NBT’s issuance of additional
shares of its capital stock in connection with the proposed
transaction; (11) changes in general economic conditions, including
changes in market interest rates and changes in monetary and fiscal
policies of the federal government; and (12) legislative and
regulatory changes. Further information about these and other
relevant risks and uncertainties may be found in NBT’s and Evans’
respective Annual Reports on Form 10-K for the fiscal year ended
December 31, 2023 and in subsequent filings with the Securities and
Exchange Commission.
Forward-looking statements speak only as of the date they are
made. NBT and Evans do not undertake, and specifically disclaim any
obligation, to publicly release the result of any revisions which
may be made to any forward-looking statements to reflect the
occurrence of anticipated or unanticipated events or circumstances
after the date of such statements. You are cautioned not to place
undue reliance on these forward-looking statements.
Contacts |
NBT Bancorp Inc. |
Evans Bancorp, Inc. |
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Scott A. KingsleyPresident and
Chief Executive Officer |
David J. NascaPresident and
Chief Executive Officer |
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Annette L. BurnsEVP and Chief
Financial Officer |
John B. ConnertonEVP and Chief
Financial Officer |
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607-337-6589 |
716-926-2000 |
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Evans Investor
RelationsDeborah K. Pawlowski, Alliance
Advisorsdpawlowski@allianceadvisors.com716-843-3908 |
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This press release was published by a CLEAR® Verified
individual.
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