Citizens National Bancorp, Inc. Shareholders Approve Merger

PUTNAM, Conn., June 2, 2015 /PRNewswire/ -- The shareholders of Citizens National Bancorp, Inc. (Trading Symbol: "CTZR"), the holding company for The Citizens National Bank, overwhelmingly voted to approve the Merger Agreement with ESB Bancorp, Inc., the parent of Easthampton Savings Bank, pursuant to which ESB Bancorp will acquire Citizens National Bancorp in an all cash transaction.  Following completion of the merger of ESB Bancorp and Citizens National Bancorp, The Citizens National Bank will merge with and into Easthampton Savings Bank.

The shareholders of Citizens National Bancorp approved the Merger Agreement by a vote of [83.9]% of the outstanding shares of Citizens National Bancorp.  Of the shares voted, approximately [97]% voted in favor of approval.

Upon consummation of the merger following regulatory approval and the satisfaction of the other conditions of the Merger Agreement, shareholders of Citizens National Bancorp will receive $67.50 in cash in exchange for each share of Citizens National Bancorp common stock, giving the transaction a value of approximately $51.3 million. 

The transaction will expand Easthampton Savings Bank's market presence into the northeast Connecticut and central Massachusetts markets.  Following completion of the transaction, Easthampton Savings Bank will have consolidated assets of approximately $1.4 billion and a branch network of 15 full-service offices, including the former five full-service offices of The Citizens National Bank.  Easthampton Savings Bank will continue to be well capitalized under applicable regulatory requirements following completion of the transaction.

ESB Bancorp and Citizens National Bancorp expect that the transaction will be completed early in the third quarter of 2015.

About ESB Bancorp, Inc.

ESB Bancorp, Inc. is the holding company for Easthampton Savings Bank, a Massachusetts savings bank headquartered in Easthampton, Massachusetts since 1869.  Easthampton Savings Bank operates ten full-service banking offices in the Massachusetts communities of Easthampton, Southampton, Northampton, Hadley, South Hadley, Belchertown, Westfield and Agawam.

About Citizens National Bancorp, Inc.

Citizens National Bancorp, Inc. is the holding company for The Citizens National Bank, a national banking association headquartered in Putnam, Connecticut since 1924.  The Citizens National Bank operates five full-service banking offices throughout Windham County in Northeastern Connecticut.

Forward-Looking Statements

This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act.  Forward-looking statements include statements regarding the anticipated closing date of the transaction and anticipated future results.  Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts.  They often include words like "believe," "expect," "anticipate," "estimate," and "intend" or future or conditional verbs such as "will," "would," "should," "could" or "may."  Certain factors that could cause actual results to differ materially from expected results include delays in completing the merger, difficulties in achieving cost savings from the merger or in achieving such cost savings within the expected time frame, difficulties in integrating The Citizens National Bank and Easthampton Savings Bank, increased competitive pressures, changes in the interest rate environment, changes in general economic conditions, legislative and regulatory changes that adversely affect the business in which The Citizens National Bank and Easthampton Savings Bank are engaged, changes in the securities markets and other risks and uncertainties.

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SOURCE Citizens National Bancorp, Inc.