Citizens & Northern completes merger with Susquehanna Community Financial, exchange ratio 0.80

This filing

par value $1.00 per share, of C&N (“C&N Common Stock” and such shares, the “Merger Consideration”). The total aggregate consideration payable in the Merger was approximately 2,273,000 shares of C&N Common Stock. The foregoing description of the Merger and the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the

Comparable filing

excluded shares pursuant to the terms of the Merger Agreement, was cancelled and extinguished and automatically converted into the right to receive an amount in cash equal to $5.80 per share of Class A Common Stock, without interest thereon (the “ Class A Per Share Price ”), (ii) each share of the Company’s Class B common stock, par value $0.00001 per share

This filing

par value $1.00 per share, of C&N (“C&N Common Stock” and such shares, the “Merger Consideration”). The total aggregate consideration payable in the Merger was approximately 2,273,000 shares of C&N Common Stock. The foregoing description of the Merger and the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the

Comparable filing

fractional shares of Burke & Herbert Common Stock in accordance with the terms of the Merger Agreement. The total aggregate consideration payable in the Merger was approximately 5,102,855 shares of Burke & Herbert Common Stock. The issuance of shares of Burke & Herbert Common Stock in connection with the Merger was registered under the Securities Act of 1933, as

This filing

par value $1.00 per share, of C&N (“C&N Common Stock” and such shares, the “Merger Consideration”). The total aggregate consideration payable in the Merger was approximately 2,273,000 shares of C&N Common Stock. The foregoing description of the Merger and the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the

Comparable filing

rights in accordance with applicable law (each as provided for in the Merger Agreement)), was automatically converted as a result of the Merger into the right to receive 0.5500 shares of common stock, $0.625 par value, of the Company (the “Company Common Stock”), with cash paid in lieu of fractional shares. Each outstanding share of the Company Common

This filing

par value $1.00 per share, of C&N (“C&N Common Stock” and such shares, the “Merger Consideration”). The total aggregate consideration payable in the Merger was approximately 2,273,000 shares of C&N Common Stock. The foregoing description of the Merger and the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the

Comparable filing

adjustment with respect to certain of the estimated items included in the Estimated Closing Merger Consideration. In general, the Estimated Closing Merger Consideration is US$47,040,000 in base consideration (the “Base Consideration”), adjusted for certain items as described in the definition of Estimated Closing Merger Consideration in the Merger Agreement,

This filing

par value $1.00 per share, of C&N (“C&N Common Stock” and such shares, the “Merger Consideration”). The total aggregate consideration payable in the Merger was approximately 2,273,000 shares of C&N Common Stock. The foregoing description of the Merger and the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the

Comparable filing

Québec and a wholly owned indirect subsidiary of the Company (the “ Purchaser ”), acquired all of the issued and outstanding shares of Eddyfi from the vendors for cash equal to $1.45 billion, subject to customary purchase price adjustments set forth in the Purchase Agreement relating to cash, indebtedness, transaction expenses, and net working capital of Eddyfi, its

This filing

par value $1.00 per share, of C&N (“C&N Common Stock” and such shares, the “Merger Consideration”). The total aggregate consideration payable in the Merger was approximately 2,273,000 shares of C&N Common Stock. The foregoing description of the Merger and the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the

Comparable filing

of Flushing (“ Flushing Common Stock ”) issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, was converted into the right to receive 0.85 of a share (the “ Exchange Ratio ”) of common stock, par value $0.01 per share, of OceanFirst (“ OceanFirst Common Stock ” and such consideration, the “ Merger Consideration ”).

This filing

par value $1.00 per share, of C&N (“C&N Common Stock” and such shares, the “Merger Consideration”). The total aggregate consideration payable in the Merger was approximately 2,273,000 shares of C&N Common Stock. The foregoing description of the Merger and the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the

Comparable filing

the closing of the Transaction, after giving effect to estimated working capital, the assumption of finance leases by the Purchaser and before certain transaction expenses, was $110 million in cash (subject to a post-closing working capital adjustment). The foregoing summary of the Transaction and the terms and conditions of the Purchase Agreement is subject to, and

This filing

par value $1.00 per share, of C&N (“C&N Common Stock” and such shares, the “Merger Consideration”). The total aggregate consideration payable in the Merger was approximately 2,273,000 shares of C&N Common Stock. The foregoing description of the Merger and the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the

Comparable filing

On May 26, 2026, Ashford BC LP and Ashford TRS BC LLC (together “Seller”), indirect subsidiaries of Braemar Hotels & Resorts Inc. (the “Company”), completed the sale of the Park Hyatt Beaver Creek Resort & Spa located in Avon, Colorado (the “Hotel”) pursuant to an Agreement of Purchase and Sale, dated as of April 27, 2026, by and among Seller and Apres Owner, LLC, as purchaser, for $176 million in cash, subject to customary pro-rations and adjustments.