BayCom Corp (NasdaqGS:BCML) entered into an agreement to acquire Grand Mountain Bancshares Inc. (OTCPK:GMBB) for $13.9 million on November 1, 2019. Upon consummation of the merger, each Grand Mountain Bancshares shareholder will receive $3.40 in cash in exchange for each share of Grand Mountain Bancshares common stock. The agreement also calls for the merger of Grand Mountain Bank, subsidiary of Grand Mountain Bancshares with and into United Business Bank, subsidiary of BayCom Corp. The Merger Agreement provides certain termination rights for both BayCom Corp and Grand Mountain Bancshares and further provides that a termination fee of $0.5 million will be payable by Grand Mountain Bancshares upon termination of the merger agreement.

The transaction is subject to customary conditions, including regulatory approval, and approval by the shareholders of Grand Mountain Bancshares. The agreement and plan of merger has unanimously approved by the Boards of Directors of BayCom and Grand Mountain Bancshares. The proposed merger has received the required regulatory approvals and was approved by Grand Mountain Bancshares shareholders on January 21, 2020. The closing of the transaction is expected to occur in the first quarter of 2020. BayCom anticipates this transaction will be accretive to earnings (before merger costs) in the first year of combined operations and accretive to tangible book value in less than three years and has low tangible book value dilution with earn back of approximately 2.7 years. Dave Muchnikoff and Michael Sadow of Silver, Freedman, Taff & Tiernan, LLP acted as legal advisors to BayCom and United Business Bank. Ernie Panasci and Angie M. Fletcher of Stinson LLP acted as legal advisors to Grand Mountain Bancshares and Grand Mountain Bank. Tom Mecredy of Vining Sparks IBG, LP acted as fairness opinion provider to BayCom. Greg Gersack of Janney Montgomery Scott LLC acted as financial advisor to Grand Mountain Bancshares.

BayCom Corp (NasdaqGS:BCML) completed the acquisition of Grand Mountain Bancshares Inc. (OTCPK:GMBB) on February 4, 2020.