Heritage Stock Price, News & Analysis

Heritage NOLA Bancorp, Inc. (HRGG) is the holding company for Heritage Bank of St. Tammany, a federally chartered savings bank headquartered in Covington, Louisiana. According to company disclosures, Heritage Bank was founded in 1924 and operates as a community bank providing financial services to residents and businesses in and around St. Tammany Parish, Louisiana. Heritage NOLA Bancorp’s common stock trades on the OTC Pink Marketplace under the symbol HRGG.

As a savings institution in the finance and insurance sector, Heritage Bank focuses on serving its local market in St. Tammany Parish. Company materials describe it as a community bank that offers a variety of financial services to individuals and businesses in its service area. Heritage NOLA Bancorp functions as the parent holding company for this federally chartered savings bank structure.

Corporate structure and community focus

Heritage NOLA Bancorp, Inc. is identified as the holding company for Heritage Bank of St. Tammany. Heritage Bank is described as a community bank, emphasizing service to residents and businesses in and around St. Tammany Parish, Louisiana. The bank’s roots trace back to 1924, and it has historically operated with a local, community-focused orientation.

Heritage Bank was mutually owned by its depositors for many decades prior to a mutual-to-stock conversion in 2017. In connection with that conversion, the bank established a liquidation account for eligible depositors. This mutual heritage and the later stock holding company structure are important elements of the company’s history and ownership evolution.

Planned asset sale, liquidation and dissolution

Heritage NOLA Bancorp has entered into a definitive purchase and assumption agreement that is expected to significantly change its corporate status. Heritage NOLA Bancorp, Heritage Bank of St. Tammany and OnPath Federal Credit Union announced that OnPath Federal Credit Union will acquire substantially all of the assets and assume substantially all of the liabilities, including all deposit account liabilities, of Heritage Bank in an all-cash transaction referred to as the P&A Transaction.

Under this agreement, OnPath Federal Credit Union has agreed to pay Heritage Bank a stated cash amount and to reimburse Heritage Bank for specified obligations related to the payout of its liquidation account and certain tax liabilities of Heritage NOLA Bancorp arising from the transaction. The press release explains that, following completion of the P&A Transaction and settlement of the respective obligations of Heritage NOLA Bancorp and Heritage Bank, Heritage Bank will liquidate and distribute its remaining assets to Heritage NOLA Bancorp, and then Heritage NOLA Bancorp will dissolve and distribute its remaining assets to its shareholders.

The company states that Heritage NOLA Bancorp shareholders are currently estimated to receive a specified cash range per share in exchange for each share of common stock. However, it emphasizes that the per share consideration is subject to significant variation based on factors such as corporate taxation related to the P&A Transaction, costs associated with the payout of the liquidation account, costs related to the liquidation and distribution of Heritage Bank’s remaining assets to Heritage NOLA Bancorp, and costs related to the dissolution and distribution of Heritage NOLA Bancorp’s remaining assets to shareholders. The company cautions investors not to assume that the ultimate per share consideration will fall within the estimated range.

The P&A agreement was unanimously approved by the Boards of Directors of Heritage NOLA Bancorp, Heritage Bank and OnPath Federal Credit Union. The parties state that they expect the P&A Transaction to close subject to regulatory approvals, shareholder approval and other customary closing conditions, with the subsequent distribution of cash to Heritage NOLA Bancorp shareholders anticipated after completion of the liquidation and dissolution process. The company notes that delays in the liquidation and dissolution could delay the distribution to shareholders.

Historical merger discussions

Before entering into the agreement with OnPath Federal Credit Union, Heritage NOLA Bancorp had previously announced a proposed merger with MC Bancshares, Inc., the holding company for M C Bank & Trust Company, a Louisiana-chartered state bank headquartered in Morgan City, Louisiana. Under a definitive merger agreement announced in 2023, MC Bancshares had agreed to acquire Heritage NOLA Bancorp in an all-cash transaction, and Heritage NOLA Bancorp shareholders were estimated to receive a cash range per share based on adjusted tangible shareholders’ equity plus an additional amount. That transaction was subject to regulatory approvals and shareholder approval.

Heritage NOLA Bancorp later announced that MC Bancshares and M C Bank & Trust Company had withdrawn their applications to acquire the company, although the merger agreement initially remained in effect while the parties evaluated possible refiling of applications. Subsequently, Heritage NOLA Bancorp and MC Bancshares announced that they had mutually agreed to terminate their merger agreement. A Mutual Termination Agreement, approved by the Boards of Directors of both companies, provided that each party would bear its own costs and expenses in connection with the terminated transaction, without penalties, and that the parties would mutually release each other from claims of liability relating to the merger transaction.

Status considerations for investors

Based on the company’s public statements, Heritage NOLA Bancorp is in a transition phase. It has entered into a purchase and assumption agreement under which substantially all of the assets and liabilities of Heritage Bank of St. Tammany are expected to be transferred to OnPath Federal Credit Union, followed by the liquidation of Heritage Bank and the dissolution of Heritage NOLA Bancorp with cash distributions to shareholders. These steps, once completed, are expected to wind down the operations of Heritage Bank as a separate federally chartered savings bank and to conclude Heritage NOLA Bancorp’s existence as a holding company.

Investors researching HRGG should understand that the company has publicly described a path involving asset sale, bank liquidation and corporate dissolution, rather than an ongoing growth strategy as an independent savings institution. The timing and final economics of the transaction and distributions are described by the company as subject to regulatory approvals, shareholder actions, tax outcomes and transaction-related costs.

Frequently asked questions about Heritage NOLA Bancorp (HRGG)

• What is Heritage NOLA Bancorp, Inc.?
  Heritage NOLA Bancorp, Inc. is the holding company for Heritage Bank of St. Tammany, a federally chartered savings bank. The company’s common stock trades on the OTC Pink Marketplace under the symbol HRGG.
• What does Heritage Bank of St. Tammany do?
  According to company disclosures, Heritage Bank of St. Tammany is a community bank founded in 1924 that provides a variety of financial services to residents and businesses in and around St. Tammany Parish, Louisiana.
• Where is Heritage Bank of St. Tammany headquartered?
  Heritage Bank of St. Tammany is described as a federally chartered savings bank headquartered in Covington, Louisiana.
• What industry and sector does Heritage NOLA Bancorp operate in?
  Heritage NOLA Bancorp and Heritage Bank are described as part of the savings institutions industry within the broader finance and insurance sector.
• What is the relationship between Heritage NOLA Bancorp and Heritage Bank?
  Heritage NOLA Bancorp, Inc. is identified as the holding company for Heritage Bank of St. Tammany. Heritage Bank operates as the federally chartered savings bank subsidiary.
• What is the planned transaction with OnPath Federal Credit Union?
  Heritage NOLA Bancorp, Heritage Bank and OnPath Federal Credit Union have signed a definitive purchase and assumption agreement under which OnPath Federal Credit Union will acquire substantially all of the assets and assume substantially all of the liabilities, including all deposit account liabilities, of Heritage Bank in an all-cash transaction referred to as the P&A Transaction.
• What happens to Heritage Bank and Heritage NOLA Bancorp after the P&A Transaction?
  The company states that, after completion of the P&A Transaction and settlement of obligations, Heritage Bank will liquidate and distribute its remaining assets to Heritage NOLA Bancorp. Heritage NOLA Bancorp will then dissolve and distribute its remaining assets to its shareholders.
• How much are Heritage NOLA Bancorp shareholders expected to receive?
  Heritage NOLA Bancorp has estimated that shareholders will receive a cash amount per share within a stated range, but it emphasizes that the per share consideration is subject to significant variation based on corporate taxation related to the P&A Transaction, costs associated with the payout of the liquidation account, and costs related to the liquidation and dissolution processes. The company cautions that investors should not assume the final per share consideration will fall within the estimated range.
• What is the liquidation account mentioned by Heritage Bank?
  Heritage Bank established a liquidation account at the time of its mutual-to-stock conversion in 2017. The company explains that eligible depositors as of the date of the conversion who continued to have eligible deposits through the year end prior to the closing of the P&A Transaction could have the right to receive a liquidation account payment.
• What happened to the proposed merger with MC Bancshares, Inc.?
  Heritage NOLA Bancorp and MC Bancshares, Inc. previously entered into a definitive merger agreement under which MC Bancshares would acquire Heritage NOLA Bancorp. After MC Bancshares withdrew its applications to acquire the company, the parties later announced that they had mutually agreed to terminate the merger agreement. Each party agreed to bear its own costs and expenses, and they mutually released each other from claims related to the terminated transaction.
• Does Heritage NOLA Bancorp still operate as an independent bank holding company?
  Heritage NOLA Bancorp remains the holding company for Heritage Bank of St. Tammany as described in its public statements, but it has entered into a purchase and assumption agreement that, once completed, is expected to result in the transfer of substantially all of Heritage Bank’s assets and liabilities to OnPath Federal Credit Union, followed by the liquidation of Heritage Bank and the dissolution of Heritage NOLA Bancorp.