Optus Financial Corporation, the parent company of Optus Bank, and M&F Bancorp, Inc., the parent company of Mechanics & Farmers Bank, have entered into a definitive merger agreement that will unite two of the nation’s longest-serving Minority Depository Institutions (MDIs), creating what the companies say will become the largest African American-owned financial institution in the United States.
The transaction brings together Columbia, South Carolina-based Optus and Durham, North Carolina-based M&F Bancorp in a deal valued at more than $105 million. The combined institution is expected to strengthen its ability to expand access to capital, support community development, and increase financial inclusion across underserved communities while preserving the longstanding missions of both organizations.
Under the agreement, M&F Bancorp will merge into Optus Financial Corporation, while Mechanics & Farmers Bank will merge into Optus Bank. M&F Bancorp shareholders are expected to receive total consideration of up to $53.30 per common share in cash, including $46.57 per share payable at closing and an additional $6.73 per share contingent upon the repurchase of certain outstanding preferred shares before or within 12 months after closing.
The merger represents one of the most significant combinations involving Minority Depository Institutions in recent years. Both organizations have built reputations around community-focused banking, with more than 220 years of combined experience serving individuals, businesses, and underserved communities throughout the Carolinas.
The announcement also coincides with a milestone for Optus Bank, which is preparing to celebrate 105 years of service this October. Originally founded in 1921 as Victory Savings Bank, Optus has grown into one of the country’s leading Minority Depository Institutions and certified Community Development Financial Institutions (CDFIs), providing credit, capital, and financial services designed to promote economic opportunity.
Mechanics & Farmers Bank, established in 1907, has earned recognition as one of the nation’s oldest African American-owned financial institutions. Throughout its history, the bank has focused on supporting families, entrepreneurs, and businesses across North Carolina through relationship-based banking and community investment.
Once the merger is completed, the combined organization will operate ten banking locations across North and South Carolina and will have approximately $1.27 billion in total assets, based on financial results as of March 31, 2026. James H. Sills III, currently President and Chief Executive Officer of M&F Bancorp, will become Chief Executive Officer of both the combined holding company and bank. Paul Mitchell, Chairman of Optus and Optus Bank, will continue serving as Chairman of both organizations.
Paul Mitchell, Chairman of Optus and Optus Bank, commented: “This partnership with M&F Bank represents a defining moment—not only for our organizations, but for mission-driven banking in America. M&F Bank has a proud legacy of supporting entrepreneurship, fostering generational wealth, and expanding access to capital in underserved communities. Together, we will create a stronger institution with greater scale, enhanced capabilities, and an expanded capacity to advance economic mobility throughout the Carolinas and beyond.”
James A. Stewart, Chairman of MFBP and M&F Bank, added: “Shareholders, directors, and employees of both institutions can take pride in this partnership, which honors and advances our shared mission and legacy. The combined organization will allow us to serve more communities and operate with greater scale and effectiveness.”
James H. Sills III, President and Chief Executive Officer of MFBP and M&F Bank, commented: “M&F Bank was founded on the belief that every community deserves a financial institution that understands and serves its unique needs. That principle has guided us for more than a century and led us to this partnership with Optus. We share a common mission, aligned values, and a steadfast commitment to our customers and communities. This Transaction enables us to honor our legacy while providing enhanced resources and capabilities to those we serve.”
Benita Lefft, President of Optus Bank, added: “As we approach our 105th anniversary, this partnership reflects the strength of our shared mission and values. Together, we will expand opportunities for our customers and communities while strengthening economic empowerment across the Carolinas.”
Following completion of the transaction, the combined institution will continue operating as a mission-driven Minority Depository Institution and Community Development Financial Institution. The companies said the merger will provide a larger platform to support small business lending, affordable housing initiatives, community development projects, and broader access to banking services while maintaining the relationship-focused approach that has defined both institutions.
The merger has received unanimous approval from the boards of directors of both companies and remains subject to customary closing conditions, including approval by M&F Bancorp shareholders and required regulatory approvals. The companies expect the transaction to close during the fourth quarter of 2026.
Performance Trust Capital Partners, LLC served as financial advisor to Optus, with Nelson Mullins Riley & Scarborough LLP acting as legal counsel. Piper Sandler & Co. served as financial advisor to M&F Bancorp, while Brooks, Pierce, McLendon, Humphrey & Leonard, LLP served as legal counsel.
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