Mergers & Acquisitions

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Deal Overview

Buyer:
CNB Financial Corporation
Actual Acquirer:
CNB Financial Corporation
Target:
FC Banc Corp.
Deal Type:
Bank & Thrift Company
Agreement Date:
3/26/2013
Announcement Date:
3/26/2013
Announced Deal Value ($ M):
40.51
Status:
Completed
Completion Date:
10/11/2013
Announced Deal Value Per Share ($ )
30.09

Consideration Breakout
Cash ($M) 8.0
Common Stock ($M) 32.6
Common Stock Issued 1,873,879

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 117.2 131.1
Price / Tangible Book (%) 117.2 131.1
Price / Earnings (x) 10.9 11.8
Price / Deposits (%) 12.53 12.54
Price / Assets (%) 11.03 11.26
Tangible Book Premium/ Deposits (%) 2.33 3.66
Deal Terms
Description of Consideration

CNB Financial Corp. paid $30.00 per share in cash or exchanged 1.7540 shares of its common stock for each outstanding share of FC Banc Corp., subject to 80% of the consideration to be paid in common stock.

Accounting Method Acquisition
In-State Transaction? No
Merger of Equals? No
Geographic Expansion? Market Expansion
Goodwill Generated ($ 000) 16,248
Estimated Cost Savings (%) 20.00
Estimated Cost Savings ($ 000) 2,173
Est. Restructuring Charges ($ 000) 8,769
Maximum Termination Fee ($ 000) 1,600
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) 1.754000
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) 4,834
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes Griffin Financial Group LLC
Seller Yes Boenning & Scattergood Inc.
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Hogan Lovells US LLP
Seller Yes Vorys Sater Seymour and Pease