ChoiceOne Financial Services, Inc. (OTC: COFS), the parent company of ChoiceOne Bank and Lakestone Bank & Trust, and Community Shores Bank Corporation (OTC: CSHB), the parent company of Community Shores Bank, jointly announced today the signing of a merger agreement pursuant to which ChoiceOne will acquire Community Shores. The combination, a stock and cash transaction, will create an approximately $1.5 billion asset bank holding company with 33 offices in West and Southeastern Michigan.
The transaction is expected to close in the second quarter of 2020, subject to the satisfaction of customary closing conditions, including receipt of approval from Community Shores shareholders and receipt of regulatory approvals. The consolidation of Community Shores Bank with and into ChoiceOne Bank is expected to occur in the second half of 2020.
Under the terms of the merger agreement, which was unanimously approved by the board of directors of each company, each share of Community Shores common stock outstanding immediately prior to the merger will be converted into the right to receive, at the election of each Community Shores shareholder, an amount of cash equal to $5.00 or 0.17162 shares of ChoiceOne common stock, in each case subject to ChoiceOne stock consisting of not more than 75% and not less than 50% of the aggregate merger consideration and other adjustments as set forth in the merger agreement. Based on a closing price of $31.54 per share of ChoiceOne common stock on January 3, 2020, the implied per share value to Community Shores shareholders approximates $5.31 per share if 75% stock is elected (an aggregate transaction value of $21.9 million) and $5.21 per share if 50% stock is elected (an aggregate transaction value of $21.5 million). The transaction is projected to generate approximately 7% to 10% earnings per share accretion when fully phased in and tangible book value dilution is expected to be earned back in approximately 2.5 to 3 years.
ChoiceOne Financial Services, Inc. is a financial holding company headquartered in Sparta, Michigan and the parent corporation of ChoiceOne Bank and Lakestone Bank & Trust, Member FDIC. Lakestone Bank & Trust operates 15 offices in parts of Lapeer, Macomb and St. Clair counties. ChoiceOne Bank operates 14 offices in parts of Kent, Ottawa, Muskegon and Newaygo counties. ChoiceOne Bank offers insurance and investment products through its subsidiary, ChoiceOne Insurance Agencies, Inc.
In connection with the merger, Warner Norcross + Judd LLP is serving as legal counsel to ChoiceOne, and Donnelly Penman & Partners is serving as ChoiceOne's financial advisor.
The Warner transaction team was led by Jeffrey Ott (corporate) and Charlie Goode (corporate), and included the following attorneys: Emily Cantor (corporate), Sean Cook (tax), Norbert Kugele (employee benefits), Rodney Martin (banking), Justin Stemple (employee benefits), Scott Hubbard (environmental), Karen VanderWerff (labor and employment), and Malaina Weldy (corporate).
Read the full press release here.
Warner’s Mergers and Acquisitions (M&A) Group
As part of one of the largest and most successful law firms in Michigan, Warner’s M&A group draws upon more than 85 years of experience to successfully and efficiently handle a wide range of M&A transactions for both private and publicly traded businesses, including mergers, acquisitions, divestitures, joint ventures and strategic business combinations of all types.