By Jeff Hogan and Sharon Stone
View Newspaper Group
 LAPEER, FENTON — ChoiceOne Financial Services, Inc., the parent company of ChoiceOne Bank, and Fentura Financial, Inc., the parent company of The State Bank, on Thursday announced the signing of a merger agreement pursuant to which ChoiceOne and Fentura will merge in an all-stock transaction.
The State Bank, based in Fenton, is a commercial, retail and trust bank headquartered in Fenton. It currently operates 20 full-service offices and one loan production center serving Bay, Genesee, Ingham, Livingston, Oakland, Saginaw and Shiawassee counties.

“We are thrilled to announce the proposed combination of two 125-plus year-old community banks. Fentura is a well-run institution and a natural geographical extension for ChoiceOne. This transaction will allow ChoiceOne to strengthen its presence in the suburbs of Detroit while adding the markets of Flint and Saginaw. We remain committed to our local Michigan communities, and this transaction will enhance that commitment,” said ChoiceOne Chief Executive Officer, Kelly Potes.
He added, “Adding to our southeast Michigan presence will be a huge positive for ChoiceOne Bank. We absolutely love the communities The State Bank serves. The team members we will be adding will fit in perfectly with our existing ChoiceOne culture.”

ChoiceOne Bank President Mike Burke said of the merger agreement, “We are excited that the board and management team at The State Bank wanted to partner with a true Michigan-based community bank. They didn’t want to partner with a bank headquartered out of state. Keeping decision making local was important, and that is certainly how ChoiceOne runs our bank.”
Burke continued, “With the new branches coming on with The State Bank as well as our existing branches, both banks’ customers will enjoy even more convenience. This combination will position us as the premier Community Bank in Michigan. We can provide the lending and products and services our customers want, while still providing service they expect.”

“Identifying the right partner with a compatible culture was crucial when we evaluated this proposed transaction,” said Ronald Justice, president and CEO of Fentura. “Fentura and ChoiceOne share remarkably similar cultures and values. Both are robust, growing institutions deeply dedicated to customer service and community engagement. By harnessing these strengths in our proposed combination, along with our complementary products and prominent market positions, we believe we will establish ourselves as one of Michigan’s premier community banks. We believe our shareholders will benefit from significantly greater liquidity and an indicated dividend which will be more than three times higher than our current dividend.”
Justice added, “The rich 125-year history of both banks make this merger even more appealing. We have equally strong commitments to the communities we have served all these years and to our teams of bankers who are the key to our past and future successes.”
Once completed, the combination will create the third largest publicly traded bank in Michigan with approximately $4.3 billion in consolidated total assets and 56 offices in western, central and southeastern Michigan. The proposed transaction is expected to close in the first quarter of 2025, subject to the satisfaction of customary closing conditions, including receipt of approval from Fentura and ChoiceOne shareholders and receipt of all necessary regulatory approvals.
ChoiceOne Bank, with headquarters offices in Sparta and Lapeer, operates 35 offices in parts of Lapeer, Kent, Ottawa, Muskegon, Newaygo, St. Clair, Macomb and Oakland counties.
Under the terms of the merger agreement, each share of Fentura common stock outstanding immediately prior to completion of the merger will be converted into the right to receive 1.35 shares of ChoiceOne common stock. The proposed transaction is valued at $40.18 per share of Fentura common stock, or approximately $180.4 million in the aggregate, based on the closing price of ChoiceOne’s common stock of $29.76 on July 24, 2024.
Subject to NASDAQ independence standards and existing corporate governance procedures, upon completion of the proposed transaction, ChoiceOne intends to appoint two members of Fentura’s board to join the holding company board of ChoiceOne, which would be comprised of 15 total directors. Two additional members of Fentura’s board will also be appointed to join the board of ChoiceOne Bank, which would be comprised of 17 total directors.
“This is an exciting time for our customers, communities, employees and shareholders as we move into the next phase of the combined company’s growth together,” said Jack Hendon, chairman of ChoiceOne Financial Services, Inc. “Both companies are similar in their culture, rich history, values and commitment to serve their respective customers and communities. The proposed combination will allow us to expand our collective expertise and enhance our product offering to better support our customers.”
“Combining two thriving banks will enable us to provide a wider array of services and build a deeper bench of expertise within our communities,” said Brian Petty, chairman of Fentura. “Our combined customer base anticipates outstanding service across various delivery channels. With each bank boasting more than 125 years of dedicated customer service, we aim to establish ourselves as the leading financial institution in our markets.”