Strategic Insights into Banking & Fintech

Unsolicited offer preceded Guaranty Bancorp-Bar Harbor negotiations

An unsolicited acquisition offer last fall set off a competitive courtship that ultimately led Guaranty Bancorp in Woodsville, N.H., to strike a deal to sell to buy Bar Harbor Bankshares in Bar Harbor, Maine.

The $4.1 billion-asset Bar Harbor agreed in March to buy the $675 million Guaranty for $41.6 million in stock.

The unnamed bank’s non-binding offer, delivered privately to Guaranty CEO James Graham during an Oct. 1 lunch meeting, valued Guaranty shares at about $41.48 each, according to a regulatory filing tied to the pending transaction. Though the proposal was later withdrawn, it led Guaranty’s board to explore strategic alternatives, inviting offers from other interested parties—including Bar Harbor and another unnamed institution.

Bar Harbor on Oct. 30 submitted the most compelling proposal: An all-stock transaction valuing Guaranty shares at $62.97, or 130% of Guaranty’s tangible book value.

On Jan. 28, following due diligence, Bar Harbor updated its offer to one that valued Guaranty common stock at $58.72 a share. The other bank’s bid, also submitted on Jan. 28, priced Guaranty at $50 a share.

Guaranty executed the expression of interest with Bar Harbor on Feb. 7. Guaranty’s board unanimously approved the merger on March 11.

Strategic Rationale and Market Impact

Bar Harbor would gain nine branches, $456 million in loans, and $530 million in deposits, extending its reach into northwestern New Hampshire.

Bar Harbor expects the transaction to be 30% accretive to earnings per share, excluding one-time costs, and to recover 10% tangible book value dilution in just over two years. It anticipates realizing $11.1 million in cost savings by reducing about 40% of Guaranty’s annual noninterest expense.

“Woodsville operates in markets similar to ours and adjacent to our northwestern New Hampshire and Vermont locations, making this a natural fit,” said Curtis Simard, Bar Harbor’s President and CEO. “Woodsville’s deep customer relationships, strong asset quality, and cultural alignment with our organization make for a winning partnership.”

Bar Harbor’s offer included a board seat for Guaranty CEO James Graham.

Looking Ahead

The merger, which remains subject to regulatory and shareholder approval, is expected to close in the second half of 2025. The announcement underscores how a single unsolicited inquiry can catalyze a full strategic review—and lead to a transformative outcome.

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