UCFC Announces Merger with First Defiance Financial Corp.

YOUNGSTOWN, Ohio – United Community Financial Corp. and First Defiance Financial Corp. have announced a definitive merger agreement in which UCFC, the holding company of Home Savings Bank, will merge into First Defiance.

In the stock-for-stock transaction, UCFC shareholders will receive 0.3715 shares of First Defiance common stock for each share of United Community stock. Based on the price at the close of business Sept. 6 of $26.32, the transaction is valued at $473 million.

The pro forma combined company will have assets of $6.1 billion, $5 billion in loans and $4.9 billion in deposits, with branches in Ohio, Michigan, Indiana, Pennsylvania and West Virginia. 

The holding company will be based in Defiance, about 60 miles southwest of Toledo, while the bank will be headquartered in Youngstown. The new company will operate under a name jointly chosen before the deal closes.

“We are pleased to partner with a company that has a shared community-minded vision, culture and focus on performance,” said Gary M. Small, president and CEO of United Community, in a statement. “I truly believe that this merger is a win-win for all stakeholders: customers, associates, shareholders as well as the communities we serve.” 

Added Donald P. Hileman, president and CEO of First Defiance: “After a long relationship between the two companies, we are thrilled to bring together these two great Ohio community bank franchises. These organizations are a perfect strategic fit, balancing the strengths of each. With enhanced scale, we will have the opportunity to continue to grow and compete more effectively in all the markets we serve for the foreseeable future.”

After the merger is complete, Hileman will serve as CEO of the holding company and bank before taking over as executive chairman in 2021. Small, meanwhile, will be president of the holding company and bank before taking over as CEO when Hileman moves to chairman.

The new board of directors will be comprised of seven members chosen by First Defiance, including Hileman and current chairman John Bookmyer, and six by UCFC, including Small and vice chairman Richard Schiraldi.

The transaction is expected to close in the first quarter of 2020.

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