LAKEVILLE, Conn., and POUGHKEEPSIE, N.Y., March 19, 2014 (GLOBE NEWSWIRE) -- Salisbury Bancorp, Inc. ("Salisbury") (Nasdaq:SAL), headquartered in Lakeville, Connecticut and Riverside Bank, ("Riverside") headquartered in Poughkeepsie, New York announced today that they have entered into a definitive agreement and plan of merger in an all-stock transaction valued at approximately $28 million, based on the closing price of Salisbury common stock on March 18, 2014, pursuant to which Riverside will merge into Salisbury Bank and Trust Company, the wholly-owned subsidiary of Salisbury ("Salisbury Bank").
Based on financial results as of December 31, 2013, the combined organization would have approximately $808 million in total assets, $630 million in total loans and $682 million in total deposits with 13 branch locations across Connecticut, Massachusetts and New York. On a pro forma basis, the combined bank will have a top 10 deposit market share in the combined four-county market it serves and a top 2 deposit market share among the community banks and bank holding companies serving such four-county market.
The merger is expected to be accretive to both Salisbury's and Riverside's earnings per share by over 10 percent with fully phased in cost savings, excluding the impact of potential revenue enhancement opportunities. Additionally, Salisbury anticipates the transaction to be accretive to its tangible common equity ratio, with the combined company's regulatory capital ratios well in excess of regulatory minimums to support continued growth.In the merger, Riverside shareholders will receive 1.350 shares of Salisbury Bancorp, Inc. common stock for each share of Riverside Bank common stock. Upon closing, Riverside shareholders will own approximately 37 percent of the stock in the combined company. Richard J. Cantele, Jr., President and Chief Executive Officer of Salisbury and Salisbury Bank said, "We are delighted to announce our plans to partner with Riverside. This merger presents a unique opportunity to solidify our current presence in New York's Dutchess County and provides an entrance into Orange County. These counties are attractive and growing banking markets and ones we have had interest in for some time." Mr. Cantele further commented, "This is a great fit from a cultural and strategic perspective. Not only do our core banking principles, customer focus and cultures align, but our branch networks provide a natural extension of each company's stand-alone community presence. Additionally, Riverside's strong commercial lending platform offers us greater loan portfolio diversification and cross-sale opportunities that complement our residential lending, trust and wealth management businesses. We believe the strategic value of this transaction will enhance our franchise and create substantial value for the shareholders of both entities."
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