Note 2 - Acquisition

9 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Business Combination Disclosure [Text Block]

Note

2

–

Acquisition

On

December 29, 2020,

the Bank entered into a Branch Purchase and Assumption Agreement (P&A Agreement) with CFBank National Association (CFBank) to acquire

two

branches of CFBank in Columbiana County, Ohio. The P&A Agreement provides for the sale and transfer by CFBank to the Bank the land, buildings and other associated assets of CFBank's drive-up branch location in Wellsville, Ohio and CFBank's branch location in Calcutta, Ohio (the Branches); approximately

$100

million in deposits attributable to the Branches;

$15

million in aggregate principal amount of subordinated debt securities issued by unrelated financial institutions; all performing loans attributable to the Branches which are outstanding at closing (totaling approximately

$3.1

million in aggregate principal amount as of

November 30, 2020);

and up to

$13.5

million in aggregate principal amount of single family residential mortgage loans and home equity lines of credit to be identified by the parties prior to the closing principally from CFBank's Northeast Ohio loan portfolio. In addition, CFBank will provide the opportunity for the Corporation to purchase at par at least

$15

million in aggregate principal amount of participation interests in commercial and commercial real estate loans originated by and held in CFBank's portfolio. In exchange, Consumers will pay to CFBank the net book value of the land, building and associated assets of the Branches, a deposit premium equal to

1.75%

of the average daily deposits of the Branches for the

30

days preceding the closing, and the par value of the subordinated debt securities and loans acquired by Consumers. The transaction is expected to close in

July 2021,

pending the completion of customary closing conditions. All necessary regulatory approvals have been received.

On

January 1, 2020,

Consumers completed the acquisition by merger of Peoples Bancorp of Mt. Pleasant, Inc. (Peoples) and its wholly owned subsidiary, The Peoples National Bank of Mount Pleasant (Peoples Bank) in a stock and cash transaction for an aggregate consideration of approximately

$10,405.

In connection with the acquisition, the Corporation issued

269,920

shares of common stock and paid

$5,128

in cash to the former shareholders of Peoples. Immediately following the merger, Peoples Bank, was merged into the Corporation's banking subsidiary, Consumers National Bank.

The assets and liabilities of Peoples were recorded on the Corporation's Balance Sheet at their estimated fair values as of

January 1, 2020,

the acquisition date, and Peoples' results of operations are included in the Corporation's Consolidated Statements of Income beginning on that date. As of the date of acquisition of Peoples, the estimated fair value of loans received was

$55,320

and the estimated fair value of deposits assumed was

$60,851.