Mergers & Acquisitions

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Deal Overview

Buyer:
United Community Financial Corp.
Actual Acquirer:
United Community Financial Corp.
Target:
Ohio Legacy Corp
Deal Type:
Bank & Thrift Company
Agreement Date:
9/8/2016
Announcement Date:
9/8/2016
Announced Deal Value ($ M):
40.21
Status:
Completed
Completion Date:
1/31/2017
Announced Deal Value Per Share ($ )
17.97

Consideration Breakout
Cash ($M) 19.9
Common Stock ($M) 25.2
Common Stock Issued 3,033,604

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 136.3 157.9
Price / Tangible Book (%) 139.5 NA
Price / Earnings (x) 31.5 NA
Price / Deposits (%) 16.09 16.38
Price / Assets (%) 12.55 12.82
Tangible Book Premium/ Deposits (%) 6.42 NA
Deal Terms
Description of Consideration

United Community Financial Corp. paid $18.00 per share in cash or exchanged 2.736 shares of its common stock to acquire each outstanding share of Ohio Legacy Corp. from Excel Bancorp LLC, subject to 50% of consideration being paid in cash. Shares of Ohio Legacy Corp. preferred stock were converted into common shares of Ohio Legacy Corp. immediately prior to the closing of the transaction.

Accounting Method Acquisition
In-State Transaction? Yes
Merger of Equals? No
Geographic Expansion? Market Expansion
Goodwill Generated ($ 000) 19,168
Estimated Cost Savings (%) 44.00
Estimated Cost Savings ($ 000) 3,923
Est. Restructuring Charges ($ 000) 5,000
Maximum Termination Fee ($ 000) 1,625
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) 2.736000
Exchange Ratio (Common For Preferred) NA
Exchange Ratio (Preferred For Common) NA
Exchange Ratio (Preferred For Preferred) NA
Lockup Agreement No
Strike Price ($ ) NA
% of Shares Outstanding NA
Shares Under Option NA
Core Deposit Intangibles ($ 000) 2,426
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes Raymond James & Assoc. Inc.
Seller Yes Sandler O'Neill & Partners LP
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Tucker Ellis LLP
Seller Yes Vorys Sater Seymour and Pease