The parent companies of Nicolet National Bank and Mid-Wisconsin Bank have entered into a definitive merger agreement that will create a $1.1 billion Wisconsin-based community bank, the companies announced Wednesday. The combined bank will operate under the Nicolet National Bank brand name.
“We’ve been very forthcoming in all of our communication over the past few years about our interest in growing, whether that be organic or through acquisition,” says Mike Daniels, president and COO of Nicolet National Bank. “We were both well aware of each other, and Mid-Wisconsin of course was looking at its options and alternatives and assessing its direction. We found cultural similarities, and were able, in both our eyes, to find a place that everyone believed was good for Nicolet and also a very positive result for Mid-Wisconsin, as well as the communities they serve, the customers they serve, their employees and their shareholders.”
Nicolet Bankshares, Inc. and Mid-Wisconsin Financial Services, Inc., entered into a definitive merger agreement that calls for Mid-Wisconsin to merge with and into Nicolet in a stock-for-stock transaction, according to a statement issued by Bob Atwell, chairman and CEO of Nicolet Bankshares and Dr. Kim Gowey, chairman of Mid-Wisconsin Financial Services. The companies plan to merge Mid-Wisconsin Bank with Nicolet National Bank, creating the sixth-largest bank holding company based in Wisconsin.
The last couple of years have created “a very tenuous operating environment” for banks in general, Daniels says, and having scale helps community banks better handle economic turmoil and regulatory changes.
“We’ve been very impressed with the people that we’ve interacted with and met at Mid-Wisconsin, and we’re looking forward to getting to know the rest of their staff,” Daniels said. “Their customers ought to continue to expect local decision-making. Very key in this deal was the fact that they have quality people that care about the communities in which they serve, and that’s not going to change.”
The newly merged company will be headquartered in Green Bay, Daniels said, and Nicolet plans to keep employees informed of upcoming internal changes.
“We know there’s going to have to be efficiencies,” Daniels said. “But we also know that we need really good people, and we promised to be open in our communication and transparent with the employees.”
The terms of the agreement state that Mid-Wisconsin Financial Services shareholders are to receive 0.3727 shares of Nicolet common stock, subject to Nicolet’s right to pay cash in lieu of shares to shareholders who own a small number of shares of Mid-Wisconsin Financial Services common stock, the company states. Based on a share price of $16.50 for Nicolet, the implied transaction value is $10.2 million, valuing Mid-Wisconsin Financial Services common stock at $6.15 per share. Following the merger, Mid-Wisconsin Financial Services shareholders will own approximately 16 percent of Nicolet. Based on Sept. 30 financial data, the new combined bank will have total assets of approximately $1.1 billion and 22 branches serving northern Wisconsin.
“We believe that combining with Nicolet Bank will deliver significant value for our shareholders, while allowing them to participate in ownership of a strong bank with increased scale,” Gowey said in a statement.
The acquisition is subject to customary closing conditions, including receipt of regulatory approvals and approval by both companies’ shareholders. The transaction is expected to close in the second quarter of 2013.
“This merger represents an important step in the growth of Nicolet,” Atwell said in a statement. Our objective is to build a community bank of sufficient size to flourish in all economic environments. Size matters and our goal is to serve our customers for the long haul.”
Nicolet National Bank was founded in Green Bay in 2000 by Bob Atwell, Mike Daniels and a local board of directors and provides services including commercial and consumer banking as well as wealth management and retirement plan services. The company had assets of $666 million as of Sept. 30.
Mid-Wisconsin Bank, headquartered in Medford, is a full-service community bank serving north central Wisconsin with 11 branches. Visit www.midwisc.com and www.nicoletbank.com.