Hometown Financial Group has agreed to acquire Primary Bank in a deal valued at about $160m, expanding its presence in southern New Hampshire.
The company also approved a plan to convert from a mutual holding company structure to a stock holding company structure.
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The moves build on Hometown’s plan to combine bankESB, bankHometown and TruNorth Bank under the TruNorth Bank name in August, pending approvals.
Under the merger agreement, Primary Bank shareholders will receive, for each share of common stock, either $33.00 in cash or $31.00 in stock from Hometown Financial Group, a newly formed Maryland corporation and successor to Hometown.
Half of Primary’s outstanding shares will be converted into cash and half into stock.
The acquisition adds about $743m in assets and four New Hampshire branches.
At closing, TruNorth Bank will have 59 retail locations across Massachusetts, southern New Hampshire and northeast Connecticut.
Primary Bank’s Bedford, Derry, Manchester and Nashua branches will operate as TruNorth Bank.
The deal is Hometown Financial Group’s ninth strategic merger in ten years.
The board of trustees of Hometown Financial Group, MHC (Hometown MHC) adopted the conversion plan on 6 July 2026.
As part of the conversion, Hometown MHC and Hometown will cease to exist, and TruNorth Bank will become a wholly owned subsidiary of Hometown Financial Group.
The company will offer shares to TruNorth Bank depositors and certain insiders through a subscription offering and, if needed, other offering formats.
Eligible account holders, as of 30 June 2025, will get first priority non-transferable subscription rights.
Depositors of Primary Bank will not receive priority subscription rights.
The number of shares to be issued will be based on an independent appraisal of the Company’s pro forma market value.
Hometown will also create a charitable foundation funded with shares equal to 4% of those sold in the offering.
The merger and conversion are expected to close together in the first quarter of 2027, subject to regulatory and shareholder approvals.
Primary Bank customers will also gain access to mortgage products and services from Hometown Mortgage, which will be renamed TruNorth Mortgage in August.
