FORT WAYNE, Ind.—Three Rivers Federal Credit Union has agreed to purchase West End Bank, headquartered in Richmond, Ind.
The $298.8 million-West End Bank operates four bank branches in Richmond, Liberty and Hagerstown, Ind., and has approximately 24,000 customers. The bank made $1.7 million in 2018 and $389,000 through Q1 2019.
The $1.1-billion Three Rivers operates 16 branches in a seven-county area in northeast Indiana and northwest Ohio, and has 82,000 members.
West End Indiana Bancshares, the holding company for the bank, was created in 2012 when West End Bank converted from a federal mutual holding company to stock bank.
“As a part of such conversion, a liquidation account was created for the benefit of certain depositors of West End Bank. Since the sale of assets and liabilities to a credit union by an institution which had converted from mutual to stock form under the current federal rules has not yet been implemented by any other institution, there are certain uncertainties associated with the treatment of the liquidation account,” the bank stated. “As a result, we cannot predict at this time whether the organization will be required to distribute the remaining liquidation account to certain depositors of West End Bank, the amount of any such distribution, and the ultimate impact of any required payments on the amount of cash to be received by West End Indiana Bancshares stockholders in this transaction.”
Under the terms of the purchase and assumption agreement, West End Bancshares estimates that its stockholders will receive between $34.91 and $36.81 in cash consideration from the all-cash deal for each share of West End Indiana Bancshares common stock they own, the bank stated.
Transaction Approved
The transaction has been unanimously approved by the board of directors of both institutions and is expected to close in the first quarter of 2020, subject to customary closing conditions, the approval of West End Indiana Bancshares’s stockholders, West End Bank’s depositors and regulatory approvals, the CU said.
The distribution of cash to West End Indiana Bancshares, Inc. stockholders is expected to occur within several months after completion of the sale of assets to Three Rivers, the bank said.
“We are excited to announce the acquisition of West End Bank. We look forward to being a part of the Wayne and Union County communities and welcoming their customers and employees into the 3Rivers family,” said Don Cates, Three Rivers’ president and CEO. “This acquisition will allow us to expand our footprint to serve more people and communities in Indiana, and it will result in expanded product, service and technology offerings for West End Bank’s customers as well. We look forward to getting to know and investing in Wayne and Union Counties, as we begin the transition process.”
“We are thrilled about our new partnership with Three Rivers Federal Credit Union because of the expanded opportunities it brings to our customers, our employees, and our communities,” said Timothy Frame, president and CEO of West End Bank. “Three Rivers is a proven leader in providing the highest level of financial services, while also sharing our commitment to strong community support. The board of directors of West End Bank and West End Indiana Bancshares are excited and pleased with this combination with Three Rivers Federal Credit Union.”
“As usual, another great transaction for the buyer and the seller. For the moment we are continuing with a Midwest theme with this being in Indiana. I truly am working on these across the country the last few just happen to be in the Midwest. Expect many more in the near future,” said Michael Bell, attorney and counselor with Royal Oak, Mich.-based Howard & Howard, and an architect of the first-ever CU/bank acquisition in 2011. Bell, who is representing Three Rivers, has represented credit unions in more than 95% of these deals.