LinkBancorp and Partners Bancorp to combine in merger of equals

LinkBancorp (LNKB) and Partners Bancorp (PTRS) have entered into a definitive agreement under which the companies will combine in an all-stock combination, valued at approximately $167.8M. Partners shareholders will receive 1.15 shares of LINK stock for each Partners share they own. Upon completion of the transaction, Partners shareholders will own approximately 56% and LINK shareholders, inclusive of shares issued in a concurrent private placement of common stock, will own approximately 44% of the combined company. In connection with the transaction LINK has completed a private placement common stock offering resulting in $10M in gross proceeds. Once the merger transaction is completed, the combined organization will be a Mid-Atlantic community banking franchise with nearly $3B in assets and an expected $300+M market capitalization. The combined bank holding company will operate under the LinkBancorp name, and the combined bank subsidiary will operate as Linkbank. Each of Partners’ subsidiary banks will merge with and into LinkBank. Partners executives will lead the Delmarva/Maryland, Northern Virginia and Fredericksburg regions for the combined entity. The corporate headquarters of the combined bank holding company and combined bank entity will be located in Camp Hill, Pennsylvania, and will retain a major operating presence in both Salisbury, Maryland and Fredericksburg, Virginia. The combined company will trade under the LinkBancorp ticker symbol "LNKB" on Nasdaq. The combined company’s board of directors will have twenty-two directors, consisting of twelve directors from Link and ten directors from Partners. Joseph Michetti, Jr., Link’s current Chairman, will continue to serve as Chairman of the combined company board of directors. Jeffery Turner, Partner’s current Chairman, will serve as Vice Chairman of the combined company board of directors until September 2024, when Turner will be appointed Chairman of Link, and will be under the leadership of Andrew Samuel, Link’s CEO. The transaction is expected to provide 23%+ GAAP EPS accretion in 2024 to Link, 50%+ GAAP EPS accretion in 2024 to Partners, 2.7 years earnback time period of GAAP TBV dilution to Link, 0.6 years earnback time period of TBV dilution excluding AOCI/interest rate marks to Link, and to be 115% accretive to Partner’s current cash dividends per share. The merger is expected to close in Q3.