First Defiance Financial Corp. Receives Regulatory Approval for United Community Financial Corp. Merger
20 Gennaio 2020 - 11:30PM
Business Wire
First Defiance Financial Corp.
(Nasdaq: FDEF) (“First Defiance”), holding company of First Federal
Bank of the Midwest (“First Federal Bank”), and United Community
Financial Corp. (Nasdaq: UCFC) (“United Community”), holding
company of Home Savings Bank (“Home Savings”), jointly announced
today that approval has been received from the Federal Reserve
Bank, the Federal Deposit Insurance Corp. and the Ohio Division of
Financial Institutions (collectively, the “Regulatory Authorities”)
for the merger of United Community with and into First Defiance,
followed by the merger of Home Savings with and into First Federal
Bank.
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Immediately prior to the
merger, First Defiance will convert from a Unitary Thrift Holding
Company to a Bank Holding Company, and it has elected Financial
Holding Company status, and First Federal Bank will convert from a
Federal Savings Association to an Ohio-chartered commercial
bank.
“We are pleased to have
received all necessary shareholder approvals in mid-December and
now to have received all required approvals from the Regulatory
Authorities. We are progressing as planned, and we anticipate to
close the transaction at the end of January,” stated Donald P.
Hileman, President and CEO of First Defiance. “We are excited to
bring together two organizations as a premier community bank with
enhanced products, services and technology while honoring our
commitment to superior customer service, personalized financial
solutions and unwavering community support.”
First Defiance’s Board of
Directors approved the selection of directors that will sit on the
combined company’s board following the completion of the merger.
The new board will consist of 13 members including John L.
Bookmyer, current First Defiance Chairman, serving as Chairman of
the Board until succession of Donald Hileman to Executive Chairman
when he relinquishes his CEO role. John Bookmyer will serve on the
board until he stands for reelection at the 2022 Annual Meeting of
Shareholders. Richard J. Schiraldi, current United Community
Chairman, will serve as Vice Chairman of the Board until he stands
for reelection at the 2020 Annual Meeting of Shareholders. In
addition to Bookmyer and Schiraldi, there will be 6 directors from
First Defiance and 5 directors from United Community:
Current
directors from United Community that will serve on the Board
following the merger:
- Marty E. Adams, who will serve until he stands for reelection
at the 2021 Annual Meeting of
Shareholders;
- Zahid Afzal, who will serve until he stands for reelection at
the 2022 Annual Meeting of
Shareholders;
- Louis M. Altman, who will serve until he stands for reelection
at the 2022 Annual Meeting of
Shareholders;
- Lee Burdman, who will serve until he stands for reelection at
the 2020 Annual Meeting of
Shareholders;
- Gary M. Small, who will serve until he stands for reelection at
the 2021 Annual Meeting of
Shareholders.
Current
directors from First Defiance that will serve on the Board following the
merger:
- Terri A. Bettinger, who will serve until she stands for
reelection at the 2022 Annual
Meeting of Shareholders;
- Donald P. Hileman, who will serve until he stands for
reelection at the 2021 Annual
Meeting of Shareholders;
- Jean A. Hubbard, who will serve until she stands for reelection
at the 2020 Annual Meeting of
Shareholders;
- Charles D. Niehaus, who will serve until he stands for
reelection at the 2020 Annual
Meeting of Shareholders;
- Mark A. Robison, who will serve until he stands for reelection
at the 2020 Annual Meeting of
Shareholders;
- Samuel S. Strausbaugh, who will serve until he stands for
reelection at the 2021 Annual
Meeting of Shareholders.
The transaction was announced on September 9, 2019, and is
expected to close on January 31, 2020, pending the satisfaction of
all closing considerations. Customer account conversion is planned
for early third quarter 2020.
About First Defiance Financial Corp.
First Defiance Financial Corp. (Nasdaq:FDEF), headquartered in
Defiance, Ohio, is the holding company for First Federal Bank of
the Midwest and First Insurance Group. First Federal Bank operates
44 full-service branches in northwest and central Ohio, southeast
Michigan and northeast Indiana and a loan production office in Ann
Arbor, Michigan. First Insurance Group is a full-service insurance
agency with nine offices throughout northwest Ohio. For more
information, visit the company’s website at www.fdef.com.
About United Community Financial Corp.
United Community Financial Corp. (Nasdaq: UCFC), headquartered
in Youngstown, Ohio, is the holding company for Home Savings Bank
and HSB Insurance, LLC, commonly referred to as James & Sons.
Home Savings Bank, founded in 1889, is a wholly owned subsidiary of
United Community, offering a full line of commercial, wealth
management and consumer banking products and services with 33
retail banking offices (32 in Ohio and one in Pennsylvania). Home
Savings also has residential mortgage loan centers servicing Ohio,
West Virginia, western Pennsylvania, northern Kentucky, and eastern
Indiana. Additional information about the United Community,
including its products, services and banking locations is available
at www.homesavings.com and ir.ucfconline.com.
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version on businesswire.com: https://www.businesswire.com/news/home/20200120005532/en/
Donald P. Hileman President and CEO First Defiance Financial
Corp. (419) 782-5104 dhileman@first-fed.com
Gary M. Small President and CEO United Community Financial Corp.
(330) 742-0472 gsmall@homesavings.com
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