SEASIDE — Clatsop Community Bank announced late Thursday that it is merging with Oregon City-based Lewis & Clark Bank.
Lewis & Clark Bank and Clatsop Community Bank leaders said they have signed "definitive agreement to merge Clatsop into Lewis & Clark in a stock and cash transaction. The aggregate merger consideration is valued at approximately $15 million based on Lewis & Clark’s Jan. 30, 2019 closing stock price of $34.25."
Lewis & Clark Board Chairman David Roche said in a press release, “The merger of Lewis & Clark and Clatsop represents a significant milestone for each institution and was driven by what we both see as opportunities for sustainable future growth. The expanded geographic footprint from Oregon City to the Coast affirms our combined confidence in the growth of the Northwestern Oregon marketplace."
As of Dec. 31, 2018, Clatsop had $95 million in assets and two branches, one in Seaside and one in Astoria.
Clatsop President and Chief Executive Officer Joe Schulte said in the press release that “Lewis & Clark is the perfect partner for Clatsop Community Bank. We are excited to combine with Lewis & Clark and continue to offer our customers exceptional service and tailored products. This is a great opportunity for Clatsop Community Bank to immediately benefit from increased scale and participate in much larger, adjacent markets. I want to thank our dedicated employees, loyal customers and supportive shareholders and look forward to the enhanced potential of the combined company going forward.”
At closing, Clatsop shareholders will receive 0.3040 Lewis & Clark shares and $2.89 in cash in exchange for each share of Clatsop stock. Based on Lewis & Clark’s closing stock price on Jan. 30, 2019 of $34.25, the merger consideration is valued at $13.30 per Clatsop share. The value of the merger consideration will fluctuate based on the price of Lewis & Clark stock.
As part of the merger, the Lewis & Clark board will invite three board members from the Clatsop board to join a nine-member board of directors for Lewis & Clark Bank. Sumpter will continue in his role as president and chief executive officer of Lewis & Clark and Schulte will join Lewis & Clark as market president.
The transaction has been unanimously approved by the Lewis & Clark Clatsop boards of directors. Closing of this transaction is expected in the middle of 2019 and is subject to customary regulatory approval and approval by the shareholders of both Lewis & Clark and Clatsop.
About Lewis & Clark Bank
Headquartered in Oregon City, Lewis & Clark Bank is an Oregon state-chartered full- service commercial bank. The bank serves Oregon and Southwest Washington.
About Clatsop Community Bank
Clatsop Community Bank was formed in 2008 to serve Clatsop County and neighboring counties as the only locally owned and operated bank in the area.