Brand Logo
We will remain operational and serving our clients throughout the COVID-19 crisis. Nothing is more important to us than the safety and well-being of our clients. For those who wish to practice social distancing and limit face-to-face contact, we are available for telephone consultations and videoconferences via Zoom, Skype or FaceTime. We also have standard teleconferencing options and use DocuSign. Please contact our office by email or call 503-417-7777 to learn more about the measures we are taking to protect you and your loved ones.

Mergers for payment of cash and stock are common in business law

Mergers and acquisitions in Oregon and elsewhere can be financially complicated. Sometimes, the purchase price for acquiring another company is paid partly or totally in shares of stock of the purchasing company. Such transactions may contain risk but generally a team of business law attorneys and financial experts calculate the elements and benefits of the transaction very carefully in advance.

One recent merger transaction in another state involved partial payment in shares of stock for the purchase price. Emclaire Financial Corp. entered into an agreement to acquire Community First Bancorp Inc. for stock and cash that totals $17 million. Emclaire is a banking institution that has 17 branch offices in its region. Community First is a smaller financial firm in the same geographical region with four branches.

The merger agreement has already been approved by the boards of both companies. Shareholders of Community First stock will receive 1.2008 shares of Emclaire common stock for each share of Community common stock that is owned. In addition, each Community First share of stock will receive $6.95 in cash. Emclaire is based in Emlenton, Pennsylvania, with six of its offices in the Pittsburgh metro area. The Western Pennsylvania company is traded on the Nasdaq exchange.

Each share of Community First preferred stock will be exchanged for equivalent shares of Emclaire preferred stock. The CEO of Emclaire announced that the transaction strengthened its market share in the two counties inhabited by Community First. He characterized the transaction as one intended to increase its market position in its home region. The transaction is a good example of a common merger where a company takes over a similar, smaller business with the same attributes. This type of merger is also commonly seen in Oregon where it is executed with the assistance of business law attorneys and financial experts.

Source: bizjournals.com, “Emclaire acquiring Community First in $17M transaction“, Patty Tascarella, May 25, 2018

FindLaw Network
Share This