Peoples Bancorp, Citizens National enter merger agreement valued at $76.6M

Peoples Bancorp (PEBO) and Citizens National Corporation announced the signing of a definitive agreement and plan of merger pursuant to which Peoples will acquire Citizens, a bank holding company headquartered in Paintsville, Kentucky, and the parent company of Citizens Bank of Kentucky, in a cash and stock transaction. Under the terms of the Merger Agreement, Citizens will merge with and into Peoples and Citizens Bank will subsequently merge with and into Peoples’ wholly owned subsidiary, Peoples Bank, in a transaction valued at approximately $76.6M. Citizens, through its community bank subsidiary and 132 employees, operates 12 branches located primarily in Eastern Kentucky. As of March 31, 2026, Citizens had, on a consolidated basis, $686M in total assets, which included $342M in gross loans, and $586M in total deposits. According to the terms of the Merger Agreement, which has been unanimously approved by the Boards of Directors of both companies, shareholders of Citizens will receive 2.10 shares of Peoples common stock plus $8.00 in cash for each share of Citizens’ common stock. The transaction is intended to qualify as a tax-free reorganization for federal income tax purposes and to provide a tax-free exchange for Citizens stockholders for the stock consideration received. Based on Peoples’ 20-day volume-weighted average price per share of $33.52 on April 20, 2026, the aggregate deal value is approximately $76.6M, or $78.39 per share. The transaction is expected to be immediately accretive to Peoples’ estimated earnings, with a tangible book value earnback of less than one year and an internal rate of return in excess of 20%. The acquisition is expected to close during the second half of 2026, subject to the satisfaction of customary closing conditions, including regulatory approvals and the approval of the shareholders of Citizens.