Monitor PSB shareholder vote on September 2, 2026 and regulatory approvals from the Federal Reserve, OCC, and WDFI. The fixed exchange ratio means BFC's stock price movement directly affects the deal value for PSB shareholders. Watch for any material adverse changes or dissenters rights exceeding 5% of PSB shares, which could scuttle the deal.
Price Chart
Executive Summary
Bank First Corp filed Amendment No. 1 to its S-4 registration statement for the acquisition of PSB Holdings, Inc. in a stock-for-stock merger. Each PSB common share will convert into 0.3470 shares of BFC common stock, valued at approximately $52.67 per PSB share as of July 29, 2026, representing an 80.6% premium over PSB's pre-announcement price. The merger is expected to close in Q4 2026, subject to regulatory approvals and PSB shareholder vote on September 2, 2026.
Key Facts
- Exchange ratio: 0.3470 shares of BFC per PSB share
- Implied value per PSB share: $49.85 at announcement (May 18, 2026), $52.67 as of July 29, 2026
- PSB shareholders must approve by two-thirds vote; PSB preferred holders have already agreed to vote in favor
- Pro forma combined assets of approximately $7.61 billion as of March 31, 2026
- Estimated additional goodwill of $84.0 million and core deposit intangible of $29.0 million from the PSB acquisition
- PSB may pay a $1.00 per share special dividend if closing is delayed beyond December 4, 2026
- Termination fee of $8,117,163 payable by PSB under certain conditions
- PSB special meeting scheduled for September 2, 2026
Financial Impact
Merger creates combined entity with $7.61B in assets, $330M in goodwill, and $74.5M in core deposit intangible. Pro forma basic EPS for Q1 2026 is $1.97 vs. BFC standalone $1.78 and PSB standalone $0.82.
Risk Factors
- Failure to obtain required regulatory approvals (Federal Reserve, OCC, WDFI)
- PSB shareholder vote fails to achieve two-thirds approval
- Material adverse change in either company's financial condition
- Dissenters rights exercised on more than 5% of PSB common shares
- BFC stock price decline triggering PSB's walk-away right (average price below $122.11 with >15% underperformance vs. Nasdaq Bank Index)
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 11 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| S-4/A Filing (Primary) | 0001104659-26-088816 |
| Document: tm2620547d4_ex5-1.htm | 0001104659-26-088816 |
| Document: tm2620547d4_ex8-1.htm | 0001104659-26-088816 |
| Document: tm2620547d4_ex8-2.htm | 0001104659-26-088816 |
| Document: tm2620547d4_ex99-1.htm | 0001104659-26-088816 |
| Document: tm2620547d4_ex99-2.htm | 0001104659-26-088816 |
| Document: tm2620547d4_ex23-2.htm | 0001104659-26-088816 |
| Document: tm2620547d4_ex23-1.htm | 0001104659-26-088816 |
| Document: 0001104659-26-088816-index-headers.html | 0001104659-26-088816 |
| Document: 0001104659-26-088816-index.html | 0001104659-26-088816 |
| Document: 0001104659-26-088816.txt | 0001104659-26-088816 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 20, 2026 6d ago | 8-K | $142.04 | awaiting T+20 | — | $148.96 (−4.87%) |
Sep 22, 2026 4w ago | Institutional Cluster | $150.83 $148.34 | ▼ −1.65% | ▼ −1.09% | $148.96 (−1.24%) |
Aug 24, 2026 9w ago | Insider Buy | $154.08 $150.83 | ▼ −2.11% | ▼ −3.42% | $148.96 (−3.32%) |
Aug 4, 2026 12w ago | EFFECT | $156.08 $150.33 | ▼ −3.68% | ▼ −2.45% | $148.96 (−4.56%) |
Jul 30, 2026 12w ago | S-4/A | $152.74 $152.81 | ▲ +0.05% | ▼ −2.94% | $148.96 (−2.47%) |
Jul 17, 2026 14w ago | S-4 | $145.82 $156.88 | ▲ +7.58% | ▲ +3.46% | $148.96 (+2.15%) |
Jun 11, 2026 19w ago | Institutional Cluster | $143.99 $146.67 | ▲ +1.86% | ▼ −0.03% | $148.96 (+3.45%) |
May 19, 2026 22w ago | 8-K | $143.05 $142.68 | ▼ −0.26% | ▼ −1.00% | $148.96 (+4.13%) |
Apr 24, 2026 26w ago | DEFA14A | $144.19 $142.37 | ▼ −1.26% | ▼ −5.29% | $148.96 (+3.31%) |
Apr 22, 2026 26w ago | 8-K | $141.83 $143.05 | ▲ +0.86% | ▼ −3.77% | $148.96 (+5.03%) |
US Market Status
Subscribe to SecBot
Get Real-Time SEC Filing Intelligence
Comprehensive SEC filing analysis delivered the moment filings hit EDGAR. Sentiment scoring, impact analysis, and actionable insights for every material event.
Create a free account Live analysis, Telegram alerts, watchlists and the MCP server for subscribers