Olsen Palmer Advises Mountain View Bank of Commerce in its Agreement to be Acquired by Academy Bank, N.A.

Westminster, Colorado-based Mountain View Bank of Commerce has entered into a definitive agreement to be acquired by Academy Bank, N.A. and its parent, Dickinson Financial Corporation. The transaction is expected to close in the fourth quarter 2024.

Olsen Palmer LLC served as financial advisor to NBC Bancshares LLC, parent of Mountain View Bank of Commerce in connection with this transaction.

With over $2.7 billion in assets, Academy Bank, N.A. is headquartered in Kansas City, Missouri and serves clients online and in 72 locations across four states—AZ, CO, KS and MO. The deal expands Academy Bank’s already significant presence in the Colorado market with a Westminster branch and a Boulder loan production office. Post closing, Academy Bank will have 28 branches and over $725 million in deposits throughout Colorado.

Transaction Announcement (PDF)

Olsen Palmer Advises Republic Bank of Arizona in its Agreement to be Acquired by Pima Federal Credit Union

RBAZ Bancorp, Inc. (OTCPK: RBAZ, “RBAZ”), the holding company of Republic Bank of Arizona, an Arizona state bank (“Republic Bank”) and Pima Federal Credit Union (“Pima”), announced today that they have entered into a definitive agreement whereby Pima will purchase substantially all of the assets and assume substantially all of the liabilities of Republic Bank in an all-cash transaction.

Olsen Palmer LLC served as financial advisor to RBAZ Bancorp, Inc.

Based on RBAZ’s outstanding shares on a fully-diluted basis, other assumptions, and after taking into consideration the anticipated satisfaction of certain obligations of RBAZ and Republic Bank, including tax liabilities and holding company indebtedness, RBAZ currently estimates that its shareholders will receive approximately $22.00 per fully diluted share upon final liquidation, subject to various adjustments.

The purchase and assumption agreement has been unanimously approved by the Boards of Directors of both organizations. The combination is subject to approval by RBAZ’s shareholders, applicable regulators, and other customary closing conditions. The transaction is expected to be completed during the second half of 2024.

Transaction Announcement (PDF)

Olsen Palmer Advises OneSouth Bank in its Sale to Five Star Credit Union

OneSouth Bank, the banking subsidiary of OneSouth Financial, Inc., has been acquired by Five Star Credit Union. The deal was structured as a purchase and assumption transaction and the consideration was all-cash.

Olsen Palmer LLC served as financial advisor to OneSouth Financial, Inc.

Upon consummation, Five Star has total assets of approximately $1 billion and 25 full-service banking locations.

Fenimore Kay Harrison LLP served as legal advisor to One South Financial, Inc. and Honigman LLP served as legal advisor to Five Star Credit Union.

Transaction Announcement (PDF)

Olsen Palmer Advises Heritage Bank in its Agreement to Sell 1 Branch to Levo Credit Union

Levo Credit Union (“Levo”) plans to acquire a Sioux City, Iowa, bank branch from Heritage Bank, National Association (“Heritage”). The branch is located at 4530 Singing Hills Boulevard. Levo, which is headquartered in Sioux Falls, South Dakota, has entered into an agreement with Heritage, which is based in Spicer, Minnesota.

Olsen Palmer LLC served as financial advisor to Heritage Bancshares Group, Inc. in connection with this transaction.

Once the agreement is approved by regulatory authorities, Levo will take on some deposits and loans, as well as property. Heritage customers will officially transition to Levo when the transaction closes, which is expected to happen in the fourth quarter of 2024. Levo recently announced an expansion of its service area from 4 counties around Sioux Falls to 29 counties along the I-29 corridor in South Dakota, Iowa, North Dakota, and Minnesota.

Transaction Announcement (PDF)

Olsen Palmer Advises Johnson County Bank in its Agreement to be Acquired by Skyline Bankshares, Inc.

Johnson County Bank and Skyline Bankshares, Inc. (“Skyline”, OTCQX: SLBK), the holding company of Skyline National Bank, announced today that they have entered into a definitive agreement to combine their companies. Under the terms of the agreement, Johnson County Bank will merge with and into Skyline National Bank in an all cash transaction valued at $25.0 million. Furthermore, one Johnson County Bank director, the current CEO of Johnson County Bank, will be invited to join the Skyline Board of Directors.

Olsen Palmer LLC served as financial advisor to Johnson County Bank in connection with this transaction and issued a Fairness Opinion to its Board of Directors.

Luse Gorman, PC acted as legal advisor to Johnson County Bank in connection with the transaction.

The combination is subject to approval by Johnson County Bank's shareholders, banking regulators, and other customary closing conditions. The transaction is expected to be completed during the second half of 2024.

Transaction Announcement (PDF)