Gesa Credit Union Announces Agreement to Acquire Security State Bank

RICHLAND, Wash. and CENTRALIA, Wash., May 23, 2024 /PRNewswire/ -- Gesa Credit Union, a community-focused credit union headquartered in Richland, Washington, and Security State Corporation, the bank holding company of Security State Bank, headquartered in Centralia, Washington, jointly announced today that they have entered into a definitive agreement under which Gesa Credit Union will acquire and assume substantially all of the assets and liabilities of Security State Bank. The pending transaction is subject to regulatory and shareholder approvals and other customary closing conditions and is expected to be completed in 2025.

"Security State Bank has been a steadfast supporter of the communities that we serve for more than 120 years now, and we have earned the trust of both our customers and our employees during this long time," said Dwayne Aberle, President of the Bank, further stating that, "In today's ever-increasingly competitive banking environment, we feel that this transaction will provide uncountable benefits to these same communities, customers, and employees that we have dedicated our long tenure to, and we thank them all for that trust that they have placed in us over all these years. We are excited to partner with Gesa Credit Union in this transaction, with the expanded products, services, locations, and offerings that they will bring to our customers and employees." In identifying Gesa as a good fit for the bank's future, Mr. Aberle emphasized that both institutions "share common core values, with the utmost focus placed on the wellbeing of their customers, communities, and employees, throughout each institutions' long histories."

Following completion of the transaction, all of Security State Bank's 12 branches located in Lewis, Thurston, Pacific, and Grays Harbor counties will be transferred to Gesa and become part of its extensive member and branch service system.

"Both Gesa and Security State Bank have shared the same values for over 70 years, with an unwavering dedication to the communities we serve," said Don Miller, President and CEO of Gesa Credit Union. "This shared commitment has brought us together and fueled our decision to enter this agreement, acting as a catalyst for Gesa to continue to expand our footprint and service in the Pacific Northwest. We are truly excited about the prospect of empowering new communities and assisting more people on their financial journeys."

The transaction has been unanimously approved by the boards of directors of both institutions. Consummation of the transaction remains subject to regulatory approval and approval by the shareholders of Security State Corporation. Following completion of the transaction, Security State Corporation and Security State Bank will each dissolve, and the Corporation will thereafter distribute its remaining assets to its shareholders.

Security State Bank customers and Gesa Credit Union members should continue to conduct their business as usual.

Security State Corporation was advised in the transaction by Commerce Street Capital, LLC, as exclusive financial advisor, and Paine Hamblen LLP as legal counsel. Commerce Street Capital, LLC provided a fairness opinion to Security State. Gesa Credit Union was advised by McQueen Financial Advisors, as exclusive financial advisor, and Luse Gorman, PC as legal counsel.

About Security State Bank

Security State Bank is a Washington-chartered commercial bank based in Centralia, Washington. It has approximately 600 million dollars in assets and 12 branches serving the communities of Centralia, Chehalis, Morton, Rochester, Pe Ell, Raymond, South Bend, and Grayland.

A wholly owned subsidiary of Security State Corporation, Security State Bank has been providing banking services to local residents, businesses and industry, farm families, the timber industry, and local governments since its beginnings in 1903.

About Gesa Credit Union

Gesa Credit Union is one of Washington's largest credit unions, with over $5.5 billion in assets, and is nearly 290,000 members strong. Gesa is a full-service financial institution that offers a complete array of consumer, mortgage, and business products and services. Headquartered in Richland, Washington, Gesa operates 31 branches, loan centers, full-service student-operated campus branches at Washington State University, and 13 student-operated high school branches across Washington state. The Gesa Community Foundation, established in 2022, further supports Gesa's ongoing commitment to local communities and charitable giving, which includes support for schools, Local Heroes groups, and community organizations through its Affinity Debit Card Program, as well as through its annual youth scholarships, and free financial and educational resources available to members and the general public. For more information, visit gesa.com.

Forward-Looking Statements

Certain statements in this news release contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements relating to future plans and expectations, and are thus prospective. Such forward-looking statements are subject to risks, uncertainties, and other factors, such as the businesses of Security State Bank and Gesa Credit Union may not be integrated successfully or such integration may take longer to accomplish than expected, the expected cost savings and any revenue synergies from the acquisition may not be fully realized within the expected timeframes, disruption from the acquisition may make it more difficult to maintain relationships with customers, associates, or suppliers, the required governmental approvals of the acquisition may not be obtained on the proposed terms and schedule, or Security State Corporation shareholders may not approve the acquisition, any of which could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Although we believe that the assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove to be inaccurate. Therefore, we can give no assurance that the results contemplated in the forward-looking statements will be realized. The inclusion of this forward-looking information should not be construed as a representation by the companies or any person that the future events, plans, or expectations contemplated by the companies will be achieved. All subsequent written and oral forward-looking statements concerning the companies or any person acting on their behalf is expressly qualified in its entirety by the cautionary statements above. None of Security State Bank, Security State Corporation, or Gesa Credit Union undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, to reflect circumstances or events that occur after the date the forward-looking statements are made.

SOURCE Gesa Credit Union