Bank7 Corp. Announces Merger with Century; $70M Cash + Stock Consideration
$BSVN · Bank7 Corp.Research Summary
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Bank7 Corp. Announces Merger with Century; $70M Cash + Stock Consideration
What Happened
Bank7 Corp. (BSVN) announced on September 16, 2026 that it entered into a definitive Agreement and Plan of Merger to combine Century Financial Services Corporation (Century) into Bank7, with Bank7 as the surviving company. Under the Merger Agreement, Century shareholders will receive aggregate merger consideration of $70,000,000 in cash and 1,232,657 shares of Bank7 common stock — equal to $210.41 in cash and 3.7052 shares of Bank7 common stock per Century share (with cash paid in lieu of fractional shares). Century’s phantom stock units under its 2017 plan will vest and be converted into cash at the Effective Time. The parties’ boards unanimously approved the agreement; a press release and investor presentation were issued on September 17, 2026.
Key Details
- Merger Agreement signed September 16, 2026; press release and investor presentation filed September 17, 2026.
- Aggregate consideration: $70,000,000 cash + 1,232,657 shares of Bank7 common stock (3.7052 shares + $210.41 cash per Century share).
- Shares issued as restricted securities in a private placement; Bank7 will file a resale registration statement after the Effective Time.
- Closing conditions include Century shareholder approval, required regulatory approvals (including the Federal Reserve) and court approvals related to the receivership, a Section 368(a) tax reorganization opinion, and absence of prohibitive legal restraints.
- Termination: deal must close by November 30, 2026 (extendable to June 30, 2027 for pending regulatory approvals); Century may owe a $7,320,000 termination fee in specified circumstances. Voting agreements were executed by certain Century directors, officers, the Receiver and other shareholders to support the merger. Bank7 retains rights under a prior Purchase Agreement and may pursue that purchase if the Merger Agreement is terminated.
Why It Matters
This transaction, if completed, will combine Century (and its bank subsidiary) into Bank7 (and Bank7’s bank), changing the composition of Bank7’s shareholders and issuing over 1.23 million new shares as part of the purchase. The deal is subject to important regulatory and court approvals tied to Century’s receivership and to customary closing conditions; there is also a significant termination fee and a firm outside date that could extend if regulators are still reviewing. Investors should note the cash-plus-stock structure (dilution from new shares), the restricted nature of the issued shares (with a future resale registration), and that Bank7 retains an alternative purchase route if the merger does not close.