Evans Bancorp (NYSE:EVBN), Inc. (NYSE American: EVBN) and NBT Bancorp Inc (NASDAQ:NBTB). (NBT) have provided supplemental disclosures to their shareholders regarding the proposed merger between the two entities, a transaction previously announced on September 9, 2024. The news has contributed to Evans Bancorp's strong market performance, with the stock showing a remarkable 70.86% return over the past six months, according to InvestingPro data. The additional information follows a series of demand letters and complaints alleging deficiencies in the proxy statements related to the merger.
Despite believing the claims to be without merit and that the original disclosures complied with the law, Evans and NBT have chosen to supplement their proxy statement/prospectus to mitigate the risk of litigation potentially delaying the merger.
The supplemental disclosures, filed today with the Securities and Exchange Commission (SEC), aim to avoid the costs and distractions of legal proceedings. Both companies deny any wrongdoing or legal obligation to provide these additional disclosures.
The merger, subject to approval by Evans shareholders and regulatory authorities, would result in Evans merging into NBT, with NBT as the surviving corporation. The transaction is part of a strategic effort to combine resources and expand the regional banking presence of both institutions. Evans Bancorp brings to the table a strong dividend history, having raised its dividend for 10 consecutive years and maintained payments for 24 consecutive years. For deeper insights into Evans Bancorp's financial health and valuation metrics, InvestingPro subscribers can access comprehensive analysis and over 10 additional ProTips.
The definitive proxy statement/prospectus was initially filed with the SEC on November 7, 2024, and mailed to Evans shareholders around November 14, 2024. The supplemental information is to be read in conjunction with the proxy statement/prospectus, which contains important information about the merger and the companies involved.
The merger is not without its risks, which include potential challenges in successfully integrating the two companies, realizing anticipated cost savings, and retaining customers and key personnel. InvestingPro data indicates some potential headwinds, with analysts anticipating a sales decline in the current year.
The company's Financial Health Score currently stands at FAIR, based on comprehensive analysis of growth, profitability, and cash flow metrics available through InvestingPro's detailed research reports. The forward-looking statements in the disclosures acknowledge these risks and clarify that actual results may differ from expectations.
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