Deal Flow
Letter · prints on one page
Transaction tear sheetData as of Nov 7, 2026
M&A · Financials · State Commercial Banks

Northwest Bancshares, Inc. to acquire Penns Woods Bancorp Inc

Announced Dec 17, 2024 · Closed Jul 28, 2025

Deal value$270M
Premium—To unaffected price
EV / Adj. EBITDA—
ConsiderationAll stock

Transaction

Acquirer
Northwest Bancshares, Inc. (NWBI)
Target
Penns Woods Bancorp Inc (PWOD)
Buyer type
Strategic
Offer price per share
—
Enterprise value
—
Status
Closed Jul 28, 2025

Deal protections

Break fee (target pays)
$10.0M · 3.7%
Reverse fee (buyer pays)
—
Go-shop
No-shop
Financing
—

Advisors

To the acquirer
Janney Montgomery Scott
To the target
Stephens

Sector context · Financials

Comparable deals
57 in the prior 24 months
Premium
Sector median 33.5%
EV / Adj. EBITDA
Sector median 13.7x
Break fee
3.7% vs. 3.3% sector median

Timeline

  1. AnnouncedDec 17, 2024
  2. Proxy filedFeb 24, 2025
  3. Definitive proxyFeb 24, 2025
  4. Shareholder voteApr 22, 2025
  5. ClosedJul 28, 2025
Sources
  • 8-K (EX-99.2) · Dec 17, 2024
  • DEFA14A (EX-99.2) · Dec 17, 2024

Adj. EBITDA is operating income + D&A + impairment, restructuring, deal costs and stock compensation, less any large gain on a sale, last twelve months, from the target's filings. Calculated by Castle, so it can differ from a bank's adjusted figure.

Prepared with Castle from public SEC EDGAR filings. Figures are extracted automatically; verify against the source documents. Not investment advice.