BHRB to acquire SMMF in all-stock merger; exchange ratio 0.5043

Burke & Herbert Financial Services Corp.

Each SMMF share converts into 0.5043 BHRB shares; fractional shares paid in cash.
Combined board of 16 directors, 8 from each company; David P. Boyle CEO, Charles Maddy President.
Termination fee of $14.86 million payable by either party under certain circumstances.
Transaction requires shareholder and regulatory approvals (Fed, FDIC, state agencies).

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

Burke & Herbert Financial Services Corp. entered into Agreement and Plan of Merger with Summit Financial Group, Inc. (effective 2023-08-24).

Action: entry
Agreement: merger
Counterparty: Summit Financial Group, Inc.
Effective: 2023-08-24

Exact text from the filing

On August 24, 2023, Burke & Herbert Financial Services Corp., a Virginia corporation (“BHRB”), and Summit Financial Group, Inc., a West Virginia corporation (“SMMF”), entered into an Agreement and Plan of Merger (the “Merger Agreement”).

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Burke & Herbert Financial Services Corp. filing history →

Source: SEC EDGAR

accession 0001964333-23-000170

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