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Penns Woods Bancorp, Inc. (NASDAQ:PWOD), a $228 million market cap financial institution with a strong 41-year dividend payment history, announced the completion of its merger with Northwest Bancshares, Inc. (NASDAQ:NWBI) on Friday, as detailed in a press release statement and a Form 8-K filing with the Securities and Exchange Commission. InvestingPro data shows PWOD maintained healthy financials leading up to the merger, with 16.7% revenue growth in the last twelve months.
According to the filing, Penns Woods merged with and into Northwest, with Northwest continuing as the surviving entity. As part of the agreement, each share of Penns Woods common stock was converted into the right to receive 2.385 shares of Northwest common stock. Holders entitled to fractional shares will receive cash in lieu of those fractions. Prior to the merger, PWOD traded at an attractive P/E ratio of 10.7 and offered a dividend yield of 4.27%. Get deeper insights into banking sector valuations with InvestingPro, which offers exclusive financial metrics and Fair Value assessments for over 20,000 stocks.
Following the merger, Penns Woods’ wholly owned subsidiaries, Jersey Shore State Bank and Luzerne Bank, were merged into Northwest’s subsidiary, Northwest Bank, which will remain as the surviving bank.
The total aggregate consideration for the transaction was approximately 20.6 million shares of Northwest common stock.
As a result of the merger, Penns Woods common stock will no longer be listed on the NASDAQ Global Select Market. Trading of Penns Woods shares was suspended at the close of trading on Friday. Northwest, as the successor to Penns Woods, intends to file certifications with the SEC to deregister Penns Woods common stock and suspend its reporting obligations.
In connection with the transaction, all outstanding options under the Penns Woods equity incentive plan vested in full and were converted into the right to receive a cash payment. The payment will be calculated based on the average closing-sale prices of Northwest common stock for the five trading days preceding the merger, multiplied by the exchange ratio, less the exercise price of each option.
At the effective time of the merger, directors and executive officers of Penns Woods and its subsidiary banks ceased serving in their roles. Richard A. Grafmyre, previously CEO and a board member of Penns Woods, was appointed to the board of directors of Northwest, subject to the company’s standard governance practices.
The information in this article is based on a press release statement and an SEC Form 8-K filing.
In other recent news, Northwest Bancshares, Inc. has finalized its merger with Penns Woods Bancorp, Inc. This transaction was completed on July 25 and involved the integration of Penns Woods’ subsidiary banks, Jersey Shore State Bank and Luzerne Bank, into Northwest Bank. As a result, Northwest Bank will continue as the surviving entity. This development follows a previously announced plan and marks a significant step in Northwest Bancshares’ strategic growth. The merger is expected to enhance the bank’s market presence and operational capabilities. Investors may be interested in how this consolidation could impact Northwest Bancshares’ future performance. Further details on the financial implications of this merger have not been disclosed yet.
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