CNB Bank made a bid to acquire Bank of Akron (OTCPK:BARK) for $65.8 million on November 20, 2019. CNB Bank entered into a definitive agreement to acquire Bank of Akron for $65.8 million on December 18, 2019. The shareholders of Bank of Akron will be entitled to receive either a fixed exchange of 6.6729 shares of common stock of CNB Financial Corporation (NasdaqGS:CCNE), parent of CNB Bank, for each share of Bank of Akron or $215 per share in cash, with at least 75% of the consideration to be paid in the form of common stock. Bank of Akron shareholders will own approximately 8.3% of the combined institution post closing. Following completion of the merger, Bank of Akron will be merged with and into CNB Bank with CNB Bank continuing as the surviving entity and Bank of Akron will operate as BankOnBuffalo, a division of CNB Bank. Bank of Akron may be required to pay CNB Bank a termination fee of $2.5 million or CNB Bank may be required to pay Bank of Akron a termination fee of $1.25 million. Martin T. Griffith will continue to serve as President of BankOnBuffalo, and Anthony J. Delmonte, Jr., current President and Chief Executive Officer of Bank of Akron, is expected to serve as Market Executive following the merger. Tony Delmonte, the President of Bank of Akron, is expected to join as a market executive and will join the decision-making group of the executive team of Bank on Buffalo. The transaction is subject to customary closing conditions including registration statement becoming effective and the receipt of approval from the shareholders of Bank of Akron, regulatory approvals, all related statutory waiting periods having been expired and each of CNB and Akron receiving a legal opinion from their respective counsels regarding treatment of the merger as a “reorganization” for federal income tax purposes. CNB Bank entered into Voting Agreements with all members of Bank of Akron board of directors pursuant to which such shareholders agreed to vote their Bank of Akron shares in favor of the merger. The shareholders’ meeting of Akron will be held on March 18, 2020 to approve the transaction. The transaction has been approved by the Boards of Directors of CNB Bank and Bank of Akron. The Board of Directors of Bank of Akron recommended that all of the its shareholders vote in favor of transaction. As of March 18, 2020, the shareholders of Bank of Akron approved the transaction. As of July 13, 2020, Federal Deposit Insurance Corporation (FDIC) and the Pennsylvania Department of Banking and Securities approved the transaction. The transaction is expected to be completed in late July 2020. As of December 20, 2019, the transaction is expected to close in early third quarter of 2020. As of March 5, 2020, the transaction is expected to close in the third quarter 2020. As of July 14, 2020, transaction is expected to complete by July 20, 2020. CNB Bank expects the transaction to be 3.9% accretive to its earnings per share in the first full year of operations. Richard Schaberg and Les Reese of Hogan Lovells US, LLP acted as legal advisors and Griffin Financial Group, LLC acted as financial advisor to CNB Financial Corporation. Gary M. Schober of Hodgson Russ, LLP acted as legal advisor and Sandler O’Neill + Partners, L.P. acted as financial advisor to Bank of Akron. Piper Sandler Companies (NYSE:PIPR) acted as financial advisor and fairness opinion provider to Board of Directors of Bank of Akron. Piper Sandler will receive a fee for its services in an amount equal to 1.575%, which fee is contingent upon the closing of the merger. At the time of announcement of the merger, Piper Sandler’s fee was approximately $1 million. Piper Sandler also received a $150,000 fee from Akron upon rendering its opinion, which opinion fee will be credited in full towards the advisory fee which will become payable to Piper Sandler upon closing of the merger. Crowe LLP acted as accountant for CNB Bank. Lumsden & McCormick, LLP acted as accountant for Bank of Akron. American Stock Transfer & Trust Company, LLC acted as transfer agent in the transaction. CNB Bank completed the acquisition Bank of Akron (OTCPK:BARK) on July 17, 2020.