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Optima Bank and Trust Wins Shareholder Nod for Merger.


18 March 2019 - Shareholders of New Hampshire-based Optima Bank and Trust Company have approved the company's pending acquisition by Massachusetts, US-based Cambridge Bancorp, the company said.

At the effective time of the merger, each outstanding share of Optima common stock will be converted into the right to receive USD 32.00 in cash or 0.3468 shares of company common stock.

Optima shareholders have the right to elect cash, company stock, or a mix of cash and company stock, in exchange for their shares of Optima stock, subject to proration that will ensure that 95% of Optima shares will be exchanged for the company's stock, with the remaining 5% to be exchanged for cash.

The merger remains subject to regulatory approval and other customary closing conditions. The merger is expected to close in 2Q19.

Under the terms of the agreement, each share of Optima common stock will be exchanged for either 0.3468 shares of Cambridge common stock, or USD 32.00 in cash, which will result in an aggregate stock/cash consideration mix of 95%/5%.

The transaction is presently valued at approximately USD 67m in the aggregate.

This combination will enhance and expand Cambridge's southern New Hampshire presence with the addition of six full service branch locations to complement Cambridge's three existing wealth management offices in the state.

As of September 30, 2018 Optima had approximately USD 524m of total assets, USD 466m of loans and USD 489m of deposits.

Based on financials as of September 30, 2018, the combined company will have over USD2.5 bn in assets, USD 1.9bn in gross loans, USD 2.2bn in deposits, and USD 3.2bn of wealth management assets upon completion of the transaction.

Cambridge Bancorp (NASDAQ: CATC), the parent company of Cambridge Trust Company, is a 128-year-old Massachusetts chartered commercial bank with approximately USD 2bn in assets and 10 Massachusetts locations.

The company has USD 3.2bn in client assets under management and administration.

Optima Bank and Trust Company has approximately USD 524m in total assets, and operates six New Hampshire locations.

Country: USA

Sector: Banking/Financial Services

Target: Optima Bank and Trust Company

Buyer: Cambridge Bancorp


Deal size in USD: 67m

Type: Corporate Acquisition

Financing: Cash and Stock

Status: Agreed

Buyer advisor: , ,


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Publication:M & A Navigator
Geographic Code:1U1MA
Date:Mar 18, 2019
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