XML 34 R24.htm IDEA: XBRL DOCUMENT v3.21.2
Agreement and Plan of Merger
9 Months Ended
Sep. 30, 2021
Business Combinations [Abstract]  
Agreement and Plan of Merger

(15)        Agreement and Plan of Merger

 

On June 30, 2021, and as announced on a Form 8-K including related disclosures, Mid Penn entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Riverview Financial Corporation (“Riverview”) pursuant to which Riverview will merge with and into Mid Penn (the “Merger”), with Mid Penn being the surviving corporation in the Merger. The Merger Agreement was unanimously approved by the boards of directors of Mid Penn and Riverview.  Under the terms of the Merger Agreement, shareholders of Riverview will have the right to receive 0.4833 shares of Mid Penn common stock for each share of Riverview common stock they own. Pending required bank regulatory agency and shareholder approvals, upon consummation of the Merger, Riverview Bank, a wholly owned subsidiary of Riverview, will be merged with and into Mid Penn Bank (the “Bank Merger”), a wholly owned subsidiary of Mid Penn, with Mid Penn Bank being the surviving bank in the Bank Merger.

 

Merger-related expenses totaled $198,000 and $720,000 for the three and nine months ended September 30, 2021, respectively, and consisted of legal and professional fees associated with the due diligence, fairness opinion, and other costs related to the planned Riverview acquisition.  No merger-related expenses were recorded during the three- and nine-month periods ended September 30, 2020.

 

During the third quarter of 2021, all regulatory notifications and applications were filed in a timely manner with the appropriate agencies. It is expected that the Merger will be completed in the fourth quarter of 2021 with system conversion anticipated to occur during the first quarter of 2022.