Kalispell, Mont.-based Glacier Bancorp Inc. agreed to buy Layton, Utah-based FNB Bancorp, the parent of First National Bank of Layton.
The transaction is expected to close in the second quarter. Upon deal completion, each FNB common share is expected to be exchanged for 0.6474 of a Glacier common share. Based on the Jan. 15 closing price of $41.55 for Glacier shares, the deal is valued at $85.0 million in total.
On an aggregate basis, SNL calculates that the deal value is 216.4% of book and tangible book and 16.8x earnings. It is also 26.05% of assets, 30.61% of deposits and the tangible book premium-to-core deposits ratio is 17.51%.
SNL valuations for bank and thrift targets in the Southwest region between Jan. 16, 2018, and Jan. 16, 2019, averaged 188.66% of book, 197.09% of tangible book and had a median of 20.64x last-12-months earnings, on an aggregate basis.
The branches of First National Bank and Glacier Bank's four existing branches operating in Utah will function as a new Glacier Bank division based in Utah.
Glacier Bancorp will enter Davis County, Utah, with five branches to be ranked fourth with a 9.13% share of approximately $2.8 billion in total market deposits. It will also enter Salt Lake County, Utah, with one branch to be ranked No. 34 with a 0.01% share of approximately $501.03 billion in total market deposits.
In the deal announcement, Glacier President and CEO Randy Chesler noted that the deal will be immediately accretive to the company's EPS, excluding one-time transaction-related expenses and accretive to tangible book value per share.
FNB Bancorp had total assets of $326 million, gross loans of $243 million and total deposits of $278 million as of the end of September 2018, according to the press release.
Piper Jaffray & Co. served as financial adviser and Miller Nash Graham & Dunn LLP served as legal counsel for Glacier. Sandler O'Neill & Partners LP was FNB Bancorp's financial adviser, and Sheppard Mullin Richter & Hampton LLP served as legal counsel.