SENECA FALLS, N.Y. — Generations Bank in Seneca Falls on Monday announced it has signed a merger agreement with Medina Savings & Loan Association (MSL) “with Generations Bank as the surviving entity.”
Medina Savings & Loan is a New York-chartered mutual savings association located in Medina in Orleans County.
The Seneca Falls bank expects the transaction to close in the second quarter of this year. The deal is subject to certain conditions, including the approval by Medina’s depositors and customary regulatory approvals.
Because the transaction is structured as a merger with a mutual entity, “no purchase price is being paid in connection with the transaction,” Generations Bank said in a news release.
As a result, the transaction is not expected to be dilutive from a capital or earnings perspective to Seneca-Cayuga’s stockholders while increasing its earnings base.
In addition, the transaction could be expected to add to Generations’ value “should it ever implement another stock offering or a second step stock conversion,” the bank said.
Generations expects the merger to increase the consolidated assets of Seneca-Cayuga Bancorp Inc. (OTC Pink: SCAY) from $291 million at Dec. 31, 2017 to $344 million. Seneca-Cayuga is the holding company for Generations Bank.
More on the agreement
In the deal, Medina’s existing branch offices will become branch offices of Generations Bank and are expected to operate under the name “MSL, a division of Generations Bank” for at least two years after completion of the merger.
Additionally, two members of Medina’s board of directors will become members of the boards of directors of Generations Bank, Seneca-Cayuga and the Seneca Falls Savings Bank, and MHC, the mutual holding company of Generations Bank and the 56.9 percent majority shareholder of Seneca-Cayuga.
Under the terms of the agreement, depositors of Medina will become depositors of Generations Bank and members of the MHC, and will have the same rights and privileges in the MHC, as if their accounts had been established in Generations Bank on the date established at Medina.
As part of the transaction, Seneca-Cayuga will issue shares of its common stock to the MHC in an amount equal to the fair value of Medina as determined by a third-party appraisal. These shares are expected to be issued concurrent with the completion of the merger.
Contact Reinhardt at ereinhardt@cnybj.com