お知らせ • Jul 02
Plumas Bancorp (NasdaqCM:PLBC) completed the acquisition of Cornerstone Community Bancorp (OTCPK:CRSB). Plumas Bancorp (NasdaqCM:PLBC) executed letter of intent to acquire Cornerstone Community Bancorp (OTCPK:CRSB) on November 19, 2024. Plumas Bancorp (NasdaqCM:PLBC) signed a definitive merger agreement to acquire Cornerstone Community Bancorp (OTCPK:CRSB) for $64.6 million on January 28, 2025. Under the terms of the Agreement, each issued and outstanding share of common stock of Cornerstone will be converted into the right to receive 0.6608 shares of common stock of Plumas and $9.75 in cash (subject to adjustment under certain circumstances). Based on the closing price of $47.76 for Plumas shares on January 28, 2025, the Transaction would result in an aggregate consideration of $64.6 million (inclusive of the value to Cornerstone stock option holders) and value of $41.31 per Cornerstone share. Giving effect to the merger, Cornerstone shareholders will hold, in the aggregate, approximately 14% of Plumas’ outstanding common stock based on December 31, 2024 data. A termination fee of $2,528,000 will be payable by Cornerstone in the event of a termination of the Merger Agreement under certain circumstances. One current member of the Cornerstone board of directors will join the Plumas board of directors upon the merger. The boards of directors of Plumas and Cornerstone have approved the proposed merger, which is expected to occur in the second half of 2025 and remains subject to customary closing conditions, including obtaining approval by Cornerstone’s shareholders and bank regulatory authorities, The Registration Statement shall have become effective under the Securities Act and no stop order suspending the effectiveness of the Registration Statement shall have been issued and no proceedings for that purpose shall have been initiated by the SEC and not withdrawn, The shares of Plumas Common Stock to be issued to the Cornerstone shareholders as the Stock Consideration shall have been approved for listing on Nasdaq, The average of Cornerstone Bank’s aggregate outstanding balance of deposits shall be not less than $405,000,000 and the holders of no more than five percent (5%) of the aggregate outstanding shares of Cornerstone Common Stock shall have properly notified Cornerstone under Chapter 13 of the CGCL that they intend to exercise their dissenters’ rights. Plumas expects the acquisition to be approximately 9% accretive to earnings per share in 2025 and 23% accretive in 2026. As of June 3, 2025, Cornerstone's shareholders approves the merger and received bank regulatory approvals. As of June 3, 2025, the transaction is expected to close in early July 2025.
Plumas was advised in the Transaction by Raymond James & Associates, Inc. as financial advisor and David J. Gershon of Sheppard, Mullin, Richter & Hampton LLP as legal counsel. Cornerstone was advised by Performance Trust Capital Partners as financial advisor and fairness opinion provider and Gary Findley of Gary Steven Findley & Associates as legal counsel. Computershare Company acted as transfer agent to Cornerstone.
Plumas Bancorp (NasdaqCM:PLBC) completed the acquisition of Cornerstone Community Bancorp (OTCPK:CRSB) on July 2, 2025. お知らせ • Jan 30
Plumas Bancorp (NasdaqCM:PLBC) signed a definitive merger agreement to acquire Cornerstone Community Bancorp (OTCPK:CRSB) for $64.6 million. Plumas Bancorp (NasdaqCM:PLBC) signed a definitive merger agreement to acquire Cornerstone Community Bancorp (OTCPK:CRSB) for $64.6 million on January 28, 2025. Under the terms of the Agreement, each issued and outstanding share of common stock of Cornerstone will be converted into the right to receive 0.6608 shares of common stock of Plumas and $9.75 in cash (subject to adjustment under certain circumstances). Based on the closing price of $47.76 for Plumas shares on January 28, 2025, the Transaction would result in an aggregate consideration of $64.6 million (inclusive of the value to Cornerstone stock option holders) and value of $41.31 per Cornerstone share. Giving effect to the merger, Cornerstone shareholders will hold, in the aggregate, approximately 14% of Plumas’ outstanding common stock based on December 31, 2024 data. A termination fee of $2,528,000 will be payable by Cornerstone in the event of a termination of the Merger Agreement under certain circumstances. One current member of the Cornerstone board of directors will join the Plumas board of directors upon the merger. The boards of directors of Plumas and Cornerstone have approved the proposed merger, which is expected to occur in the second half of 2025 and remains subject to customary closing conditions, including obtaining approval by Cornerstone’s shareholders and bank regulatory authorities, The Registration Statement shall have become effective under the Securities Act and no stop order suspending the effectiveness of the Registration Statement shall have been issued and no proceedings for that purpose shall have been initiated by the SEC and not withdrawn, The shares of Plumas Common Stock to be issued to the Cornerstone shareholders as the Stock Consideration shall have been approved for listing on Nasdaq, The average of Cornerstone Bank’s aggregate outstanding balance of deposits shall be not less than $405,000,000 and the holders of no more than five percent (5%) of the aggregate outstanding shares of Cornerstone Common Stock shall have properly notified Cornerstone under Chapter 13 of the CGCL that they intend to exercise their dissenters’ rights. Plumas expects the acquisition to be approximately 9% accretive to earnings per share in 2025 and 23% accretive in 2026.
Plumas was advised in the Transaction by Raymond James & Associates, Inc. as financial advisor and David J. Gershon of Sheppard, Mullin, Richter & Hampton LLP as legal counsel. Cornerstone was advised by Performance Trust Capital Partners as financial advisor and fairness opinion provider and Gary Findley of Gary Steven Findley & Associates as legal counsel. お知らせ • Jul 23
Cornerstone Community Bancorp to Report Q2, 2022 Results on Jul 21, 2022 Cornerstone Community Bancorp announced that they will report Q2, 2022 results at 9:30 AM, US Eastern Standard Time on Jul 21, 2022 お知らせ • Nov 26
Cornerstone Community Bancorp announced that it has received $12 million in funding Cornerstone Community Bancorp (OTCPK:CRSB) announced a private placement of 10-year fixed-to-floating rate subordinated notes for gross proceeds of $10 million and 15-year fixed-to-floating rate subordinated notes for gross proceeds of $2 million for aggregate gross proceeds of $12 million on November 24, 2020. The 10-year notes initially bear interest at a fixed rate of 4.75% per annum, payable quarterly in arrears on each March 30, June 30, September 30 and December 30 commencing March 30, 2021 until November 30, 2025. From November 30, 2025 through November 30, 2030, the interest rate shall reset quarterly to an interest rate per annum equal to Three-Month Term SOFR plus 452 basis points, payable quarterly in arrears. The notes are redeemable, in whole or in part, on November 24, 2025, on any interest payment date thereafter, and at any time upon the occurrence of certain events. The 15-year notes initially bear interest at a fixed rate of 4.75% per annum, payable quarterly in arrears on each March 30, June 30, September 30 and December 30 commencing March 30, 2021 until November 30, 2030. From November 30, 2030 through November 30, 2035, the interest rate shall reset quarterly to an interest rate per annum equal to Three-Month Term SOFR plus 414 basis points, payable quarterly in arrears. The notes are redeemable, in whole or in part, on November 24, 2030, on any interest payment date thereafter, and at any time upon the occurrence of certain events.