Princeton Bancorp to acquire Cornerstone Financial in stock-for-stock merger

Princeton Bancorp, Inc.

Each CFC common share exchanged for 0.24 BPRN shares; exchange ratio may adjust if CFC equity+allowance drops below $26.8M.
CFC preferred shares redeemed for $1,000 per share in cash; aggregate cash consideration $3.34M.
Directors and executives holding ~29.6% of CFC shares signed support agreements to vote for the merger.
Closing expected Q2/Q3 2024, not before June 1, 2024; subject to regulatory and CFC shareholder approval.
Termination fee of $849,000 payable by CFC under certain conditions, including a superior proposal.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Princeton Bancorp, Inc. entered into Agreement and Plan of Merger with Cornerstone Financial Corporation (effective 2024-01-18).

Action: entry
Agreement: merger
Counterparty: Cornerstone Financial Corporation
Effective: 2024-01-18

Exact text from the filing

On January 18, 2024, Princeton Bancorp, Inc. (the “ Company ”), the holding company for The Bank of Princeton, a New Jersey chartered bank, entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with Cornerstone Financial Corporation, a New Jersey corporation (“ CFC ”) and holding company for Cornerstone Bank, a New Jersey chartered bank.

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Princeton Bancorp, Inc. filing history →

Source: SEC EDGAR

accession 0001193125-24-010211

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