ISABELLA BANK CORP (ISBA) Form 424B3 — Aug 10, 2026
Isabella Bank Corporation has filed the proxy statement/prospectus for its acquisition of Grand River Commerce, Inc., with Grand River shareholders set to vote on the merger at a virtual special meeting on September 18, 2026. The deal pairs $18,262,391 in aggregate cash covering 35% of shares with 839,003 new Isabella shares covering the other 65%, valuing Grand River at roughly $52.0 million based on Isabella's August 3, 2026 close of $40.24. Based on an estimated 9,136,529 Grand River shares outstanding, electing holders receive an estimated $5.71 per share in cash and the estimated exchange ratio is 0.1413 Isabella shares per Grand River share.
Key figures
- Deal Value Usd
- approximately $52.0 million (at ISBA $40.24 close, Aug 3, 2026); approximately $54.6 million at announcement (Jun 11, 2026)
- Shares Offered
- 839003
- Cash Stock Mix
- 35% cash / 65% stock
- Termination Fee
- $2.18 million
- Special Meeting Date
- September 18, 2026 (virtual)
- Estimated Exchange Ratio
- 0.1413
- Outside Termination Date
- June 11, 2027
- Aggregate Cash Consideration
- 18262391
- Isabella Deposits Mar31 2026
- approximately $1.9 billion
- Isabella Net Loans Mar31 2026
- approximately $1.5 billion
- Insider Voting Agreement Shares
- 570895
- Insider Voting Agreement Percent
- approximately 7.75%
- Isabella Total Assets Mar31 2026
- approximately $2.3 billion
- Acl To Total Loans Closing Condition
- at least 1.12%
- Grand River Total Loans Mar31 2026
- approximately $433.0 million
- Grand River Total Assets Mar31 2026
- approximately $511.7 million
- Per Share Cash Consideration Estimate
- 5.71
- Grand River Total Deposits Mar31 2026
- approximately $438.9 million
- Cash Consideration Reduction Threshold
- $45.7 million
- Isabella Shareholders Equity Mar31 2026
- approximately $234.0 million
- Minimum Adjusted Equity Closing Condition
- $40.0 million
- Grand River Shareholders Equity Mar31 2026
- approximately $36.7 million
- Implied Value Per Grand River Share Aug3 2026
- 5.69
- Pro Forma Ownership Existing Isabella Holders
- approximately 90.1%
- Pro Forma Ownership Former Grand River Holders
- approximately 9.9%
- Implied Value Per Grand River Share Jun11 2026
- 6.11
- Grand River Voting Shares Outstanding Aug3 2026
- 7367958
AI analysis
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