TF Financial (THRD) in Newtown, Pa., has agreed to acquire Roebling Financial (RBLG) in New Jersey for $14.5 million in stock and cash.
The deal would expand TF's reach in New Jersey. It currently has a dozen branches in Pennsylvania and two outside of Trenton, N.J. Roebling has five branches south of Trenton.
The combined company would have more than $850 million of assets, $640 million of loans, $660 million in deposits and 19 branches, TF said Friday.
Under the agreement, Roebling would be merged into TF Financial and the $162 million-asset Roebling Bank would be merged into 3rd Fed Bank, a $701 million-asset unit of TF. Roebling's shareholders have the option to receive either 0.3640 shares of TF common stock or $8.60 in cash for each Roebling common share. Half of Roebling's shares must be converted into stock.
The transaction is intended to qualify as a tax-free reorganization for federal income tax purposes, TF said. The merger is expected to close during the second or third quarter and should be accretive to TF's earnings, excluding merger costs, in the second half of 2013.
John J. Ferry, Roebling's chairman, would join the board of 3rd Fed Bank.
The Kafafian Group served as financial advisor to TF, and Spidi & Fisch in Washington served as its legal counsel. FinPro Capital Advisors served as Roebling's financial advisor and Malizia & Associates in State College, Pa., served as its legal counsel.