Bank7 Corp. to Acquire Century Financial Services Corporation and Expand Southwest Franchise into New Mexico

Bank7 plans an all‑cash and stock acquisition of Century, expanding into New Mexico and creating a $3.3 billion‑asset regional franchise.

Rhea-AI Summary

Bank7 Corp. (BSVN) agreed to acquire 100% of Century Financial Services Corporation, parent of Century Bank, under a definitive Merger Agreement announced September 17, 2026.

At closing, each Century common share is expected to be exchanged for a pro rata share of $70 million in cash and 1,232,657 BSVN shares, which, based on 332,683 Century shares outstanding, equals $210.41 in cash and 3.7052 BSVN shares per Century share. The deal would create a combined Southwest banking organization with approximately $3.3 billion in total assets, adding Century Bank’s June 30, 2026 balances of $1.36 billion in assets, $1.23 billion in deposits, and $845 million in gross loans. The transaction, intended as a tax-free reorganization, is expected to close in the fourth quarter of 2026, subject to Century shareholder, court, and regulatory approvals; Bank7 plans to retain the Century Bank name and brand.

Positive

• $70 million cash plus 1,232,657 BSVN shares offered for 100% of Century
• Combined company projected to have about $3.3 billion in total assets
• Century contributes $1.23 billion in deposits and $845 million in loans as of June 30, 2026
• Consideration structure intended to qualify as a tax-free reorganization
• Century insiders and key holders with a substantial majority of shares signed voting agreements
• Bank7 uses accumulated excess capital for a franchise-expanding acquisition instead of buybacks or dividends

Negative

• Transaction requires Century shareholder, bank regulatory, and court approvals before closing
• Company cautions there is no assurance that either the merger or stock purchase transactions will be completed
• Issuance of 1,232,657 new BSVN shares creates equity dilution for existing shareholders
• Bank7 must fund a $70 million cash component at closing

News Explained

The pending deal could add Bank7 shares and route some Century holders to cash, while the existing 71% purchase remains an alternative.

Bank7 has entered a definitive agreement, but it is not closed; if completed, the deal would issue $70 million in cash and 1,232,657 Bank7 shares to Century holders, creating a potential ownership change for existing Bank7 common holders.

The stock consideration would be issued through a private placement, meaning a sale of securities outside a public offering, while Century holders who are not accredited investors would receive cash instead of shares.

The earlier receiver agreement remains in effect as an alternative: if the merger is terminated, Bank7 intends to pursue the purchase of a 71% controlling interest, although the whole-company merger is its preferred path.

The choice between the two paths will depend on the court process and required shareholder and regulatory approvals; completion is expected in the fourth quarter of 2026, but neither path is assured.

Market Context

BSVN was down 1.38% pre-headline, while the July 2 Century controlling-interest agreement was follow...

Analysis

BSVN was down 1.38% pre-headline, while the July 2 Century controlling-interest agreement was followed by a 2.8% 24-hour gain, providing a directly related market precedent for this whole-company merger.

Key Figures

Cash consideration: $70 million Stock consideration: 1,232,657 shares Transaction value: approximately $137.3 million +5 more

Cash consideration

$70 million

Aggregate merger consideration

Stock consideration

1,232,657 shares

Bank7 common stock issued at closing

Transaction value

approximately $137.3 million

Based on Bank7's 10-day average closing share price as of September 16, 2026

Century shares outstanding

332,683 shares

Basis for per-share merger consideration

Century total assets

$1.36 billion

As of June 30, 2026

Century total deposits

$1.23 billion

As of June 30, 2026

Century gross loans

$845 million

As of June 30, 2026

Expected closing

fourth quarter of 2026

Subject to shareholder, regulatory and customary closing conditions

Previous Acquisition Reports

1 past event · Latest: Jul 02

Same Type 1 event

1. Jul 02

   Century controlling-interest acquisition

   24h Move

   +2.8%

   Bank7 agreed to acquire approximately 71% of Century through a court-supervised sale.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

merger agreement, receivership proceeding, private placement, accredited investors, +1 more

5 terms

merger agreement regulatory

"entered into a definitive Agreement and Plan of Merger"

A merger agreement is a binding contract that lays out the exact terms for two companies to combine, including the price, what each side will deliver, and the conditions that must be met before the deal is completed. Investors care because it sets the timetable, payouts and risks — like a blueprint or prenup that shows whether the deal is likely to close, how ownership will change, and what could cancel or alter the payout they expect.

receivership proceeding regulatory

"In connection with a receivership proceeding captioned"

A receivership proceeding is a court-ordered legal process in which a neutral third party (the receiver) is appointed to take control, manage, and protect a company’s assets and operations when there are serious financial, legal, or regulatory problems. It matters to investors because a receiver can change who runs the business, control cash flow and asset sales, and influence whether and how creditors and shareholders recover value — like a court-appointed caretaker stepping in to preserve and sort out a troubled property.

private placement financial

"issued as consideration will be issued in a private placement"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

accredited investors financial

"Century shareholders who are not accredited investors"

Accredited investors are individuals or entities considered to have enough financial knowledge and resources to understand and handle more complex and risky investments. They are often allowed to participate in private investment opportunities that are not available to the general public, similar to how experienced players might access exclusive clubs or events. This status helps ensure that investors can manage potential risks and rewards appropriately.

tax-free reorganization regulatory

"intended to qualify as a tax-free reorganization"

A tax-free reorganization is a corporate restructuring—such as a merger, acquisition, or stock-for-stock exchange—structured so that shareholders do not have to pay immediate income tax on gains from the transaction. Think of it like swapping houses under a rule that lets you avoid a tax bill until you later sell; it matters to investors because it affects the timing of taxes, the adjusted cost basis of their holdings, and the net economic benefit they actually receive from the deal.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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OKLAHOMA CITY, Sept. 17, 2026 /PRNewswire/ -- Bank7 Corp. (NASDAQ: BSVN) (the "Company"), the parent company of Oklahoma City-based Bank7, and Century Financial Services Corporation ("Century"), the Santa Fe, New Mexico-based bank holding company for Century Bank, jointly announce today that they have entered into a definitive Agreement and Plan of Merger (the "Merger Agreement") to which Bank7 Corp. will acquire 100% of the outstanding common stock of Century Financial Services Corporation.

"The Century team members have built an exceptional, legacy deposit franchise through a trusted, relationship-driven banking model that has served New Mexico communities for generations. We look forward to working closely together to continue building on their work," said Thomas L. Travis, President and CEO of Bank7. "This transaction extends our footprint into an attractive and neighboring Southwest market, represents a disciplined use of our excess capital, and positions the combined organization to deliver personalized, high-touch service to even more business owners and entrepreneurs — all to the benefit of our customers, communities, and shareholders."

Upon completion, the transaction would create a combined Southwest banking organization with approximately $3.3 billion in total assets, pairing Bank7's high-performing franchise with Century's long-established New Mexico deposit franchise. The Company expects the acquisition to extend its footprint into an attractive and adjacent new market while adding a stable, legacy core deposit base.

Founded in 1887, Century Bank is one of the last remaining independent banks headquartered in New Mexico and the second-largest bank headquartered in the state. Century operates eight branches across New Mexico, complemented by two loan production offices in Dallas and Houston, Texas, and serves its markets through a relationship-driven, "local-first" community banking model with the capabilities of a regional bank. As of June 30, 2026, Century Bank reported total assets of $1.36 billion, total deposits of $1.23 billion, and gross loans of $845 million.

"We believe this is a great opportunity for both banks to enhance their presence in the southwest and create a stronger more robust banking institution to benefit our customers, employees, and communities," says Max Myers, CEO of Century Bank. "We are excited about this partnership and the opportunities it will provide for everyone involved. We look forward to expanding our existing presence in Texas and working closely with the leadership team at Bank7 to facilitate a seamless transition for our customers throughout New Mexico."

Bank7 intends to retain the Century Bank name and brand image.

Strategic Rationale

• Premier legacy, core deposit franchise. Century's $1.2 billion legacy, core deposit franchise — built over more than a century of community relationships — will strengthen the combined company's funding profile.
• Attractive market extension. The acquisition expands Bank7 into New Mexico, with a heavy focus on the attractive Santa Fe market, a contiguous addition to its existing Oklahoma, Texas, and Kansas markets.
• Scarcity value. As one of the last remaining independent banks headquartered in New Mexico and the second-largest bank based in the state, Century represents a rare franchise opportunity in Santa Fe, one of the region's most attractive and resilient markets.
• Disciplined use of excess capital. The transaction deploys excess capital that Bank7 has accumulated over time into a franchise-enhancing acquisition, an enhancement the Company believes will generate stronger long-term returns than buybacks, dividends, or organic growth alone.

Transaction Structure and Process

In connection with a receivership proceeding captioned KS StateBank Corporation v Peters et al., pending in the U.S. District Court for the District of Arizona (the "Receivership Case"), the Company previously announced on September 3, 2026 that it was named the successful bidder at an auction for a 71% controlling interest in Century, which was memorialized in a Receivership Stock Purchase Agreement (the "Receivership SPA"). Immediately following the auction, the Company and Century commenced negotiations to enter into the Merger Agreement. Subject to all necessary court approvals in the Receivership Case, Century's shareholder approvals and applicable regulatory approvals, the Company intends to pursue closing the transactions contemplated under the Merger Agreement. If, for any reason, the Merger Agreement is terminated, the Company intends to pursue closing the transactions contemplated in the Receiver SPA, which remains in effect following entry into the Merger Agreement.

Under the terms of the Merger Agreement, the Company will acquire 100% of the outstanding common stock of Century. Century will merge with and into the Company, with the Company continuing as the surviving entity, and Century Bank will subsequently merge with and into Bank7. At closing, each outstanding share of Century common stock will be converted into the right to receive a pro rata portion of aggregate consideration consisting of $70 million in cash and 1,232,657 shares of Company common stock. Based on 332,683 shares of Century common stock outstanding, this would equate to $210.41 in cash and 3.7052 shares of Company common stock per Century share, and implies an aggregate transaction value of approximately $137.3 million based on the Company's 10-day average closing share price of $54.57 as of September 16, 2026. Following the merger, Century Bank will merge with and into Bank7. The Company's previously announced agreement to acquire an approximately 71% controlling interest in Century from the court-appointed receiver remains in effect, and the Company pursuing the whole company transaction as its preferred path.

Under the terms of the Merger Agreement, the Company will acquire 100% of the outstanding common stock of Century. Century will merge with and into the Company, with the Company continuing as the surviving entity, and Century Bank will subsequently merge with and into Bank7. At closing, each outstanding share of Century common stock will be converted into the right to receive a pro rata portion of aggregate consideration consisting of $70 million in cash and 1,232,657 shares of Company common stock. Based on 332,683 shares of Century common stock outstanding, this would equate to $210.41 in cash and 3.7052 shares of Company common stock per Century share, and implies an aggregate transaction value of approximately $136.9 million based on the Company's 10-day average closing share price of $54.28 as of September 15, 2026. The shares of Company common stock issued as consideration will be issued in a private placement exempt from registration under the Securities Act, and Century shareholders who are not accredited investors will receive cash in lieu of shares. The transaction is intended to qualify as a tax-free reorganization for U.S. federal income tax purposes. Completion of the transaction is subject to approval by Century's shareholders, the receipt of all required bank regulatory approvals, and the satisfaction of customary closing conditions. Century's directors and executive officers, the receiver, and certain minority shareholders, collectively holding a substantial majority of Century's outstanding shares, have entered into voting agreements in support of the transaction. The Company's previously announced Stock Purchase Agreement with the court-appointed receiver in the receivership proceeding captioned KS StateBank Corporation v. Peters, et al., pending in the U.S. District Court for the District of Arizona, remains in full force and effect, and the Company reserves all of its rights thereunder. A whole company transaction under the Merger Agreement is the Company's preferred path, and the Company intends to pursue it in lieu of, but without waiver of, the purchase of a controlling interest. Depending on the outcome of the court process and the terms of any order entered by the Court, the Company may elect to proceed under the Stock Purchase Agreement instead. The transaction is expected to close in the fourth quarter of 2026. There can be no assurance that either transaction will be completed on the terms described, or at all.

About Bank7 Corp.

We are Bank7 Corp., a bank holding company headquartered in Oklahoma City, Oklahoma. Through our wholly-owned subsidiary, Bank7, we operate twelve locations in Oklahoma, the Dallas/Fort Worth, Texas metropolitan area and Kansas. We are focused on serving business owners and entrepreneurs by delivering fast, consistent and well-designed loan and deposit products to meet their financing needs.

About Century Bank

Established in 1887, Century Bank is a locally owned community bank with eight full-service branches throughout New Mexico and two loan production offices in Texas. Century Bank offers a wide range of quality tailored banking services to businesses and residents with active ties to the communities they serve. For more information, visit www.mycenturybank.com/.

Advisors

Keefe, Bruyette & Woods, A Stifel Company, is serving as financial advisor to the Company. Nelson Mullins Riley & Scarborough LLP, is serving as legal counsel to the Company. MJC Partners is serving as financial advisor to Century. Otteson Shapiro LLP is serving as legal counsel to Century.

Forward-Looking Statements

This press release and oral statements made regarding the subject of this press release contain forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding the proposed merger with Century, the expected terms, timing, and benefits of the transaction, and the anticipated financial and strategic impact on the combined organization. These statements are subject to significant uncertainties, including, among others, the ability to obtain the approval of Century's shareholders; the ability to obtain the required bank regulatory approvals on the expected terms and timeline; the exercise of dissenters' rights by Century shareholders; the risk that the merger is not completed and the Company instead proceeds with the previously announced purchase of a controlling interest from the receiver; the satisfaction of closing conditions; the ability to successfully and efficiently integrate the acquired operations and realize anticipated cost savings; the amount and timing of future changes in interest rates, market behavior, and other economic conditions; future laws, regulations, and accounting principles; and changes in regulatory standards and examination policies. Forward-looking statements are often, but not always, made through the use of words or phrases such as "anticipate," "believes," "can," "could," "may," "predicts," "potential," "should," "will," "estimate," "plans," "projects," "continuing," "ongoing," "expects," "intends," and similar words or phrases. Any or all of the forward-looking statements in this press release may turn out to be inaccurate, and there can be no assurance that the proposed transaction will be completed on the terms described, or at all. The Company undertakes no obligation to update any forward-looking statement, whether as a result of new information, future events, or otherwise, except as required by law.

Contacts:

Thomas Travis
President & CEO
(405) 810-8600

Anna L. Maggiore
VP / Director of Public Relations
Century Bank
505.424.2881
Anna.Maggiore@mycenturybank.com

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SOURCE Bank7 Corp.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How is the acquisition of Century structured for Bank7 and Century Bank?

Under the Merger Agreement, Century Financial Services Corporation will merge with and into Bank7 Corp., with Bank7 Corp. as the surviving entity. Afterward, Century Bank will merge with and into Bank7. The deal consideration for Century shareholders consists of an aggregate $70 million in cash and 1,232,657 shares of Bank7 common stock, allocated pro rata across all Century shares outstanding.

What will Century Bank shareholders receive in the merger?

Based on 332,683 Century common shares outstanding, each share is expected to be converted into the right to receive approximately $210.41 in cash and 3.7052 shares of Bank7 common stock. The shares of Bank7 stock will be issued in a private placement; Century shareholders who are not accredited investors will instead receive cash in lieu of stock.

What conditions must be satisfied before the transaction can close?

Closing is subject to approval by Century’s shareholders, receipt of all required bank regulatory approvals, and satisfaction of customary closing conditions. In addition, necessary court approvals in the related receivership proceeding must be obtained. The company indicates that the transaction is expected to close in the fourth quarter of 2026, but completion is not assured.

How does the receivership stock purchase agreement affect this merger?

Bank7 previously agreed in a Receivership Stock Purchase Agreement to buy an approximately 71% controlling interest in Century from a court-appointed receiver. That agreement remains in effect. A whole-company acquisition under the Merger Agreement is the company’s preferred path, but, depending on the court’s orders, Bank7 may instead elect to proceed under the existing stock purchase agreement.

What happens to the Century Bank brand after the acquisition?

Bank7 intends to retain the Century Bank name and brand image following the completion of the transaction, while integrating Century Bank into the broader Bank7 organization.

How does this deal change Bank7’s geographic footprint?

The acquisition extends Bank7’s presence into New Mexico, focused on the Santa Fe market, which is adjacent to its existing Oklahoma, Texas, and Kansas markets. Century adds eight branches across New Mexico and two loan production offices in Dallas and Houston, Texas, broadening Bank7’s Southwest franchise.