BANGOR, ME and COLEBROOK, N.H. – Bangor Bancorp, MHC, parent company of Bangor Savings Bank and Colebrook, New Hampshire-based First Colebrook Bancorp, Inc. (“First Colebrook”) (OTCQX: FCNH), parent company of Granite Bank, jointly announced today that First Colebrook stockholders have approved the previously announced merger transaction, whereby Granite Bank will merge with and into Bangor Savings Bank, at a special meeting of First Colebrook stockholders held March 14, 2018, with 97.21 percent of the shares present voting in favor and 81.56 percent of issued and outstanding shares represented at the meeting.
No vote by the corporators of Bangor Bancorp, MHC is required, and Bangor Bancorp, MHC, as the sole shareholder of Bangor Savings Bank, has already approved the proposed merger.
In addition, the transactions were approved by the Maine Bureau of Financial Institutions, the New Hampshire Banking Department and the Federal Deposit Insurance Corporation.
Under the terms of the merger, stockholders of First Colebrook will receive $45.00 in cash in exchange for each share of First Colebrook stock for a transaction valued in aggregate at approximately $45 million. The transaction is expected to close on April 6, 2018.
Scott A. Cooper, President and Chief Executive Officer of First Colebrook and Granite Bank, said, “We are excited about the potential benefits of the merger for our stockholders, customers and the communities we serve as well as for our employees.”
“We’re excited to welcome Granite Bank to the Bangor Savings Bank family,” said Bangor Savings President and Chief Executive Officer Bob Montgomery-Rice. “Our banks share a culture of developing real relationships with customers, and making their banking life easier. As a mutual bank, our structure enables us to focus on serving our customers, communities and employees. Because of that, we’ve been able to retain the personal approach and local perspective of a smaller bank. At the same time, we have the resources to invest in new branches, state-of-the-art technology, and new products and services.”
This press release contains statements that may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements are intended to be covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, and this statement is included for purposes of complying with these safe harbor provisions. Readers should not place undue reliance on such forward-looking statements, which speak only as of the date made. These forward-looking statements are based on current plans and expectations, which are subject to a number of risk factors and uncertainties that could cause future results to differ materially from historical performance or future expectations. These differences may be the result of various factors, including, among others:
(1) failure of the parties to satisfy the closing conditions in the merger agreement in a timely manner or at all; (2) disruptions to the parties' businesses as a result of the announcement and pendency of the merger; (3) costs or difficulties related to the integration of the business following the proposed merger; (4) the risk that the anticipated benefits, cost savings and any other savings from the transaction may not be fully realized or may take longer than expected to realize; (5) changes in general business, industry or economic conditions or competition; (6) changes in any applicable law, rule, regulation, policy, guideline or practice governing or affecting financial holding companies and their subsidiaries or with respect to tax or accounting principles or otherwise; (7) adverse changes or conditions in the capital and financial markets; (8) changes in interest rates or credit availability; (9) the inability to realize expected cost savings or achieve other anticipated benefits in connection with the proposed merger; (10) changes in the quality or composition of loan and investment portfolios; (11) adequacy of loan loss reserves and changes in loan default and charge-off rates; (12) increased competition and its effect on pricing, spending, third-party relationships and revenues; (15) loss of certain key officers; (13) continued relationships with major customers; (14) deposit attrition, necessitating increased borrowings to fund loans and investments; (15) rapidly changing technology; 16) unanticipated regulatory or judicial proceedings and liabilities and other costs; (17) changes in the cost of funds, demand for loan products or demand for financial services; and (18) other economic, competitive, governmental or technological factors affecting operations, markets, products, services and prices.
The foregoing list should not be construed as exhaustive, and Bangor Bancorp, MHC and First Colebrook Bancorp, Inc. undertake no obligation to subsequently revise any forward-looking statements to reflect events or circumstances after the date of such statements, or to reflect the occurrence of anticipated or unanticipated events or circumstances.
About First Colebrook Bancorp, Inc.
First Colebrook Bancorp, Inc. is a bank holding company formed in 1984 and headquartered in Colebrook, New Hampshire. Its wholly owned subsidiary, Granite Bank, was established in 1889 and has current assets of $241 million. Granite Bank operates four full service banking offices located in Colebrook, Concord, Amherst and Portsmouth, New Hampshire.
About Bangor Savings Bank
Bangor Savings Bank, with more than $3.7 billion in assets, offers retail banking to consumers as well as comprehensive commercial, corporate, payroll administration, merchant services, and small business banking services to businesses. The Bank, founded in 1852, is in its 166th year, with 55 branches and on the Web at www.bangor.com. The Bangor Savings Bank Foundation was created in 1997. In 2016, the Bank and its Foundation invested $1.7 million into Maine’s communities in the form of nonprofit sponsorships, grants and partnership initiatives.
Member FDIC, Equal Housing Lender.