MERGERS & ACQUISITIONS

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Citizens First to Merge into German American Bank

German American Bancorp and Citizens First entered into a definitive agreement to merge Citizens First with and into German American Bank in a transaction valued at approximately $68.2 million.

Under terms of the agreement, Citizens First common shareholders (excluding 401(k) shareholders) will receive a fixed exchange ratio of 0.6629 shares of German American common stock for each share of Citizens First in a tax-free exchange, and a cash payment of $5.80 per Citizens First share. 

After completion of the merger, one board member of Citizens First is expected to join the board of German American. German American will also add M. Todd Kanipe, president and CEO of Citizens First, as a regional president in the combined institution, as well as all three of the Citizens First executive officers in regional roles similar to their current positions.

Based on the number of Citizens First common shares expected to be outstanding at closing, German American would issue approximately 1.7 million shares of its common stock and pay approximately $16 million cash for all of the issued and outstanding common shares of Citizens First. 

Mark A. Schroeder, chairman and CEO of German American, stated, “We are excited to welcome Citizens First’s customers and team members to the German American family. Citizens First has built a solid and growing community banking franchise through which German American can provide our extensive offerings of banking, insurance, and investment products and services to Citizens First’s current and prospective clients. The acquisition furthers our expansion into vibrant Kentucky markets and strengthens our local presence in the Bowling Green market area, which has demonstrated a history of dynamic growth and prosperity.”

The transaction is expected to be completed in the third quarter of 2019, subject to approval by regulatory authorities and Citizens First shareholders.


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