QNB Corp. (OTCQX: QNBC) and its subsidiary Victory Bancorp (OTCQX: VTYB) received final regulatory approval for their all‑stock merger on February 25, 2026, clearing the last hurdle before the transaction is expected to close in the second quarter of 2026.
The combined entity will hold nearly $2.4 billion in assets, representing a roughly 30 % increase over QNB’s $1.906 billion in assets as of December 31, 2025. The 30 % figure reflects the addition of Victory’s $463.5 million in assets, which, when added to QNB’s balance sheet, brings the total to $2.369 billion—close to the $2.4 billion estimate used in the merger agreement.
Regulatory approval was granted by the Federal Deposit Insurance Corporation and the Pennsylvania Department of Banking and Securities, confirming that all statutory and supervisory requirements have been satisfied. With these approvals in place, the parties can proceed to the closing phase without further regulatory delay.
Strategically, the merger expands QNB’s footprint into the Philadelphia suburbs and Berks County while adding Victory’s expertise in Small Business Administration (SBA) lending. The combined bank will operate under the QNB Bank brand, with a network of 14 branches and three loan production offices across Pennsylvania, positioning it as a stronger community‑bank franchise in the region.
Financially, the transaction is projected to be accretive to QNB’s earnings per share, with estimates of 16 % in 2026 and 19 % in 2027. For Victory shareholders, the deal is expected to deliver over 35 % accretion to projected 2026 earnings per share and more than double their annual cash dividends. The combined bank’s market capitalization is anticipated to be approximately $173 million.
Management emphasized the strategic fit and expected synergies. CEO Dave Freeman highlighted that the combination will create a well‑diversified bank capable of accelerating growth, while Victory’s CEO Joe Major noted the opportunity to build a dynamic community‑bank franchise. CFO Jeff Lehocky pointed to the transaction’s potential to unlock significant financial and strategic synergies.
With regulatory approval secured, QNB Corp. and Victory Bancorp are poised to finalize the merger in the second quarter of 2026, creating a larger, more diversified bank with enhanced SBA lending capabilities and an expanded branch network across Pennsylvania.
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