UNIONDALE, N.Y. and ISLANDIA, N.Y., Oct. 25, 2019 (GLOBE NEWSWIRE) -- Flushing Financial Corporation (Nasdaq: FFIC), the parent holding company for Flushing Bank, and Empire Bancorp, Inc. (OTC: EMPK), the parent holding company for Empire National Bank, announced today that they have entered into a definitive merger agreement for Flushing to acquire Empire in a transaction valued at an estimated $111.6 million, based on Flushing’s closing stock price on October 24, 2019. Under the terms of the merger agreement, each share of Empire common stock will be exchanged for either 0.6548 shares of Flushing common stock or $14.04 in cash, based upon the election of each Empire shareholder, subject to the election and proration procedures specified in the merger agreement (which provides for an aggregate split of total consideration of 50% Flushing common stock and 50% cash). In connection with the transaction, Empire National Bank will merge with and into Flushing Bank, with Flushing Bank as the surviving entity.
The transaction value represents 1.4x Empire’s tangible book value and a 3.6% deposit premium based on June 30, 2019 financial information. On a combined basis, the transaction is expected to be accretive to earnings by 19% in 2021, but will be dilutive to tangible book value by 7.0% at closing with a projected earn-back period of 3.2 years using the cross-over method. Completion of the transaction is subject to customary closing conditions, including receipt of regulatory approvals and the approval of Empire’s shareholders. The combined company at close is expected to have approximately $8.0 billion in assets, $6.3 billion in loans, $5.8 billion in deposits, and 23 branches in Queens, Brooklyn, Manhattan, and on Long Island.
John R. Buran, President and Chief Executive Officer of Flushing Financial Corporation, stated: “I am pleased to welcome Empire National Bank, a commercial bank with deep ties to the Long Island community and a strong track record of growth, into the Flushing Bank family. I am confident that combining our two companies will be compelling to our respective shareholders, customers, and employees. There are some strong synergies between our two organizations both culturally and operationally. We both share a similar focus towards serving small and medium sized businesses and have a similar core customer base. Additionally, we are both focused on building relationships with the communities we serve and believe strongly in giving back to those communities. This transaction will allow Flushing Bank to expand its Long Island presence with the addition of three Suffolk County locations. I am confident the Empire National Bank customers will be pleased with the warm welcome and exceptional level of service they will receive from the Flushing Bank staff. I look forward to introducing them to our digital capabilities, along with our network of retail staff, business bankers, and loan officers.”
Douglas C. Manditch, Empire Bancorp, Inc. Chairman and Chief Executive Officer, said: "I am excited by the prospects of uniting our company with Flushing Bank. Their community banking approach and customer focus is highly consistent with the model that has made us successful. I am confident that their commitment to community banking, delivering exceptional service, and the size and strength of their balance sheet will delight our customers and deliver value to our shareholders.”
Deutsche Bank Securities Inc. served as financial advisor to Flushing Financial Corporation and Arnold & Porter served as legal counsel to Flushing Financial Corporation.
Sandler O’Neill + Partners, L.P. served as financial advisor to Empire Bancorp and Fenimore, Kay, Harrison & Ford served as legal counsel to Empire Bancorp.
About Flushing Financial Corporation
Flushing Financial Corporation (Nasdaq: FFIC) is the holding company for Flushing Bank®, a New York State-chartered commercial bank insured by the Federal Deposit Insurance Corporation (the “Bank”). The Bank serves consumers, businesses, professionals, corporate clients, and public entities by offering a full complement of deposit, loan, equipment finance, and cash management services through its banking offices located in Queens, Brooklyn, Manhattan, and on Long Island. As a leader in real estate lending, the Bank’s experienced lending teams create mortgage solutions for real estate owners and property managers both within and outside the New York City metropolitan area. Flushing Bank is an Equal Housing Lender. The Bank also operates an online banking division consisting of iGObanking.com®, which offers competitively priced deposit products to consumers nationwide, and BankPurely®, an eco-friendly, healthier lifestyle community brand.
Additional information on Flushing Bank and Flushing Financial Corporation may be obtained by visiting the Company’s website at http://www.flushingbank.com.
About Empire Bancorp
Empire Bancorp, Inc. (OTC: EMPK) is a bank holding company for Empire National Bank, a Long Island-based independent bank that specializes in serving the financial services needs of privately-owned small and medium-sized businesses, professionals, nonprofit organizations, real estate investors and consumers through a wide variety of tailored loan and deposit products and business banking services. Empire National Bank has four full-service banking offices located in Islandia, Shirley, Port Jefferson Station, and Mineola.
