Mergers & Acquisitions

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Deal Overview

Buyer:
Mid Penn Bancorp, Inc.
Actual Acquirer:
Mid Penn Bank
Target:
First Priority Financial Corp.
Deal Type:
Bank & Thrift Company
Agreement Date:
1/16/2018
Announcement Date:
1/16/2018
Announced Deal Value ($ M):
90.70
Status:
Completed
Completion Date:
7/31/2018
Announced Deal Value Per Share ($ )
13.05

Consideration Breakout
Common Stock ($M) 75.8
Common Stock Issued 2,320,800

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 182.4 158.5
Price / Tangible Book (%) 194.4 168.6
Price / Earnings (x) 32.6 36.8
Price / Deposits (%) 18.12 15.57
Price / Assets (%) 14.82 12.97
Tangible Book Premium/ Deposits (%) 11.15 8.06
Deal Terms
Description of Consideration

Mid Penn Bancorp Inc. exchanged 0.3481 shares of its common for each of the outstanding share of First Priority Financial Corp. First Priority Financial Corp. shall use its reasonable best efforts to cooperate with Mid Penn Bancorp Inc. to obtain any necessary approvals required in order to effect the redemption of the First Priority Financial Corp.'s Preferred stock. Mid Penn Bancorp Inc. also assumed First Priority Financial Corp.’s Subordinated Debt.

Accounting Method Acquisition
In-State Transaction? Yes
Merger of Equals? No
Geographic Expansion? Market Expansion
Goodwill Generated ($ 000) 39,864
Estimated Cost Savings (%) 36.00
Estimated Cost Savings ($ 000) 5,148
Est. Restructuring Charges ($ 000) 5,200
Maximum Termination Fee ($ 000) 3,500
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) 0.348100
Exchange Ratio (Common For Preferred) NA
Exchange Ratio (Preferred For Common) NA
Exchange Ratio (Preferred For Preferred) NA
Lockup Agreement No
Strike Price ($ ) NA
% of Shares Outstanding NA
Shares Under Option NA
Core Deposit Intangibles ($ 000) 2,832
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes Sandler O'Neill & Partners LP
Seller Yes Griffin Financial Group LLC
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Pillar Aught LLC
Seller Yes Stevens & Lee PC