On June 5, 2019, Waterford Bancorp, Inc., Toledo, Ohio (“Waterford”), the bank holding company for Waterford Bank, and Clarkston Financial Corporation, Clarkston, Michigan (“Clarkston”), the bank holding company for Clarkston State Bank, jointly announce the signing of a definitive agreement and plan of reorganization and merger. Under the terms of the agreement, Clarkston will merge with and into Waterford and Clarkston State Bank will merge with and into Waterford Bank. On January 1, 2020, Waterford completed the merger with Clarkston.
The agreement provides upon closing of the transaction, each share of Clarkston common stock will be exchanged for either 0.1196 shares of Waterford common stock or at least $10.52 per share in cash. The per share cash consideration is subject to possible upward adjustment based on the appraised value of Waterford common stock as of June 30, 2019. Shareholders of Clarkston owning less than 50,000 shares will receive cash consideration, subject to no more than 25% of Clarkston shares being acquired for cash. All other Clarkston shareholders will receive stock consideration. Based on 3,309,156 Clarkston shares outstanding, the aggregate transaction value is estimated at approximately $34.8 million.
The boards of directors of Waterford and Clarkston unanimously approved the agreement. Two of Clarkston’s directors will join the Waterford board of directors. The merger is subject to regulatory and shareholder approval, among other customary conditions to closing.
CLARKSTON STATE BANK
Clarkston State Bank, established in 1998, has total assets of $219 million and tangible common equity of $18.4 million as of March 31, 2019. Clarkston State Bank operates from two banking offices in prestigious Oakland County, Michigan. Oakland County is one of the most prosperous and wealthiest counties in the nation among counties with population exceeding one million.
Waterford Bank opened as a de novo institution in 2007, serving privately-held businesses, owners and executives of those companies and local-area professionals. Waterford also operates a residential mortgage lending division. Waterford is privately-owned with 479 shareholders of record, assets of $748 million and tangible common equity of $81.3 million as of March 31, 2019.