Tower Bancorp, Inc. Agreed To Be Acquired By Susquehanna Bancshares

Susquehanna Bancshares, Inc. (NASDAQ:SUSQ) and Tower Bancorp, Inc. (NASDAQ:TOBC) together announced the signing of a determinate agreement under which the former Company shall buy all the outstanding shares of Tower common stock in a stock and cash transaction.

The transaction is valued at about $343 million. As per the terms of the agreement, Tower shareholders will have the option to either receive 3.4696 shares of Susquehanna common stock or $28.00 in cash per share of Tower common stock, along with $88 million of the aggregate consideration being paid in cash. This represents a premium of 41% over Tower’s closing price on the basis of the closing prices of the two Companies’ common stock on June 17, 2011.

While Tower Bancorp, Inc. is a bank holding company, Susquehanna Bancshares, Inc. is a financial holding company that provides a range of retail and commercial banking and financial services, through its subsidiaries in the mid-Atlantic region.

This transaction is likely to be completed in the first quarter of 2012.

While J.P. Morgan Securities LLC advised Susquehanna in this transaction as financial advisor and Morgan, Lewis & Bockius LLP as legal counsel; Tower was advised by Keefe, Bruyette & Woods as financial advisor and Rhoads & Sinon LLP as legal counsel.

The shares of the Company, Tower Bancorp, Inc. are trading at $26.77 after rising 31.42% on Tuesday. It ranged at $26.34- $26.99 as of 11:33AM EDT, creating a 52-Week high at $26.99. At this its market cap amounted to $320.11. Its shares are changing hands at an unusual rate of 579,044 while its average volume is 23,700.


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