Clearfield, Pa.-based CNB Financial Corp. agreed to acquire Akron, N.Y.-based Bank of Akron for $215 per share in cash and stock, or about $64.5 million in the aggregate.

Under the deal, Bank of Akron shareholders will be entitled to receive either a fixed exchange of 6.6729 CNB Financial common shares for each Bank of Akron common share, or $215.00 per share in cash, with at least 75% of the consideration to be paid in the form of CNB Financial common stock. The fixed exchange of 6.6729 CNB Financial common shares is based on a 10-day average closing price of CNB Financial common stock as of Dec. 17 of $32.22 per share.

CNB Financial expects the transaction to be accretive to its EPS in the first full year of operations.

Following completion of the merger, Bank of Akron will operate as BankOnBuffalo, a division of CNB Bank.

Martin Griffith will continue as BankOnBuffalo president, while Bank of Akron President and CEO Anthony Delmonte Jr. is expected to become market executive following the merger.

CNB Financial has consolidated assets of roughly $3.5 billion, while Bank of Akron has about $400 million in assets, according to a news release.

Based on financials as of Sept. 30, the combined company will have approximately $4 billion in assets.

Griffin Financial Group LLC served as financial adviser and Hogan Lovells US LLP acted as legal counsel for CNB Financial. Bank of Akron was advised by Sandler O'Neill & Partners LP and its legal counsel was Hodgson Russ LLP.

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