AtlasClear Holdings, Inc. (NYSE American: ATCH) announced it has filed regulatory applications with the Federal Reserve Board and the Wyoming Division of Banking to acquire Commercial Bancorp, the parent company of Farmers State Bank. This filing follows the February 2026 announcement of a definitive Share Purchase Agreement to acquire 100% of Commercial Bancorp's outstanding shares. The consideration is structured with approximately 73% in AtlasClear common stock and the remainder in cash, subject to customary adjustments.
Craig Ridenhour, President of AtlasClear, stated, 'Submitting these regulatory applications is a significant step forward in executing our strategy to build a fully integrated financial services platform. Farmers State Bank brings a stable, profitable, and well-capitalized banking franchise that will complement our existing clearing infrastructure at Wilson-Davis & Co.' He added that the combination is expected to enhance capabilities in deposits, payments, and lending, while creating long-term value through scale and diversified revenue streams.
Sandip Patel, General Counsel and CFO, emphasized the thoroughness of the applications: 'Our filings reflect a transaction structure carefully designed to satisfy the requirements of both the Federal Reserve Board and the Wyoming Division of Banking. We have worked diligently to ensure our applications are thorough and complete.' Upon closing, Commercial Bancorp and Farmers State Bank will be wholly owned by AtlasClear, adding regulated deposit, payment, and lending capabilities to the company's existing clearing and financial infrastructure platform operated through its subsidiary, Wilson-Davis & Co., Inc.
The acquisition is a key milestone in AtlasClear's strategy to build a vertically integrated financial services platform. The company expects the acquisition to support its long-term goal of delivering an integrated clearing, banking, and financial services platform. Completion remains subject to customary closing conditions, including regulatory approvals and the effectiveness of a resale registration statement covering the shares to be issued.
Additional details will be included in the Company's Current Report on Form 8-K to be filed with the U.S. Securities and Exchange Commission. AtlasClear discusses the regulatory filing process and its broader platform strategy in a new episode of Clearing the View, the company's investor video series, now available on the company's YouTube channel at https://www.youtube.com/watch?v=V4VBp2Pl9xo.
AtlasClear Holdings is building a technology-enabled financial services platform designed to modernize trading, clearing, settlement, and banking for emerging financial institutions and fintechs. Through its subsidiary Wilson-Davis & Co., a full-service correspondent broker-dealer, and the pending acquisition of Commercial Bancorp, AtlasClear seeks to deliver a vertically integrated suite of brokerage, clearing, risk management, regulatory, and commercial banking solutions.
