River Valley Bancorp (NASDAQ:RIVR) and Dupont State Bank, an Indiana commercial bank wholly owned by Citizens Union Bancorp of Shelbyville announced the signing of a definitive agreement to merge. Under the terms of the agreement River Valley Bancorp will acquire all outstanding shares of common stock of Dupont State Bank at an aggregate purchase price of $6.275 million, payable in cash. In conjunction with the acquisition, River Valley Financial Bank will convert from a federally charted thrift to a state chartered bank by merging with and into Dupont State Bank which shall be renamed River Valley Financial Bank. Completion of the merger is subject to regulatory and shareholder approvals. River Valley Bancorp and River Valley Financial Bank have the right to terminate the Agreement under certain conditions, including if Dupont State Bank’s closing book value, subject to certain adjustments, is less than $7,332,000, if its real estate owned at closing exceeds $2.0 million, or if its delinquent loans at closing exceed 4% of total loans.
The transaction is expected to be completed in the second quarter of 2012. The combined company will have approximately $484 million in assets, $322 million in loans and $373 million in deposits. The acquisition will expand River Valley’s branch network to North Vernon, Seymour and Dupont, Indiana. The combined company will have twelve branches across southeast Indiana and northern Kentucky. River Valley does not expect to close any of the Dupont branches. It is believed that the transaction will be immediately accretive to River Valley’s earnings per share in 2012 and will be accretive to tangible book value in 2013.
Matthew Forrester, President and CEO of River Valley Bancorp, said, “We are excited to have the Dupont family join River Valley Bank. Dupont has had a strong history of success in southern Indiana. We believe that the combination of our two Indiana banks will enable us to continue to provide the high level of service that both of our customers have come to expect.”