The acquisition of Kentucky-based Bancorp of Lexington Inc. by in-state peers First Breckinridge Bancshares Inc. and Meade Bancorp Inc. includes a termination fee of $1.3 million.
The fee is payable to the acquirers if Bancorp of Lexington accepts a superior proposal from an unsolicited third party, according to a regulatory filing received by the Federal Reserve Bank of St. Louis on Jan. 19.
The deal was announced in November 2017, and would see First Breckinridge acquiring 81% of Bancorp of Lexington and Meade acquiring the remaining 19%.
Upon deal completion, the Bank of Lexington Inc. board size will be increased to 14 members from 12. The board will consist of three continuing directors, two new directors who are current officers of Bancorp of Lexington, and nine directors from Irvington-based First Breckinridge and/or Brandenburg-based Meade.
Meanwhile, Bancorp of Lexington's board size will be decreased from 12 members to 5 members. The smaller board will be comprised of First Breckinridge and/or Meade officers, including Allison Willoughby and Blake Willoughby. Allison is president and CEO of Meade Bancorp; Blake is the chairman, president and CFO of First Breckinridge. The two serve on both Meade and First Breckinridge boards.
Morgan & Pottinger PSC served as legal counsel for First Breckinridge and Meade.