On August 9, 2021 Arbor Bancorp, Inc., the holding company for Bank of Ann Arbor (“Arbor”), and FNBH Bancorp, Inc., the holding company for First National Bank in Howell (“First National”) (OTC Pink: FNHM), announced they have entered into a definitive agreement for Arbor to acquire First National in an all-cash transaction. The transaction closed on November 30, 2021.
Under the terms of the agreement, shareholders of First National will receive $4.20 per share in cash for each share of FNBH Bancorp common stock outstanding, subject to adjustment in certain limited circumstances. This results in a deal value to shareholders of approximately $116.5 million. The transaction is expected to be completed by year-end 2021, subject to the satisfaction of customary closing conditions, including regulatory approvals and the approval of the shareholders of First National.
The total consideration to First National equates to 1.78x book value and tangible book value, 1.94x adjusted book value and adjusted tangible book value (adjusted to 8.5% tangible common equity to tangible assets), 18.40x latest twelve months consolidated earnings, and a 9.07% premium to core deposits as of June 30, 2021.
The combined organization is expected to have more than 300 employees across 17 locations in Livingston, Washtenaw, western Wayne and Oakland counties, Michigan and approximately $3 billion in total assets. Based on its modeling assumptions, Arbor anticipates the transaction to be accretive to earnings per share in excess of 15%.
FNBH BANCORP, INC.
FNBH Bancorp, Inc. is the holding company of First National Bank in Howell, a full-service community bank serving Livingston County and delivering financial services to small and medium size businesses; their owners and employees; professionals; and individuals who primarily work or reside in Brighton, Howell, Fowlerville, Whitmore Lake, and Hartland. As of June 30, 2021, FNBH Bancorp, Inc. had approximately $646.9 million in assets, $419.7 million in loans and $576.9 million in deposits. As the only bank headquartered in Livingston County, First National takes great pride as a key corporate citizen. No other area bank can make this claim: 9 out of 10 loans are made in Livingston County.
ARBOR BANCORP, INC.
Arbor Bancorp, Inc. is the holding company of Bank of Ann Arbor, a locally owned and operated bank with total assets of $2.5 billion and assets under management of approximately $2 billion, serving people and businesses in Washtenaw, western Wayne and Oakland counties with offices at the corner of Fifth Avenue and Washington Street in downtown Ann Arbor, in the Traver Village Shopping Center, at the corner of Stadium and Liberty streets, on West Ellsworth Road in Pittsfield Township, on West Michigan Avenue in downtown Ypsilanti, in Plymouth on Ann Arbor Road, on East Michigan Avenue in downtown Saline, on Woodward Avenue in Birmingham. UniFi Equipment Finance based in Ann Arbor has a national presence in the small ticket vendor leasing market.