Blue Ridge Bankshares, the parent holding company of Blue Ridge Bank, agreed to acquire and Virginia Community Bankshares (VCB), the parent holding company of Virginia Community Bank, in a transaction valued at $59.23 per share or approximately $42.5 million in aggregate, based on the 10-day volume weighted average price of Blue Ridge common stock.
The combination expands Blue Ridge’s presence into central Virginia through the addition of VCB’s seven branches and will add approximately $252 million in assets, $168 million in loans, and $223 million in deposits to Blue Ridge. Based on bank-level financials as of March 31, 2019, the pro forma company would have approximately $826 million in assets, $635 million in loans, and $664 million in deposits.
Under the terms of the merger agreement, VCB shareholders will have the right to receive either $58.00 in cash or 3.05 shares of Blue Ridge common stock for each share of VCB common stock they hold. Shareholder elections are subject to adjustment so that the overall mix of consideration to be paid to VCB shareholders consists of approximately 60% Blue Ridge common stock and 40% cash.
Blue Ridge expects the transaction to be more than 20% accretive to core bank earnings per share with an estimated earn-back period for tangible book value dilution of approximately 3.75 years.
Brian K. Plum, Blue Ridge president and CEO, commented, “We are incredibly excited to partner with the Virginia Community Bankshares leadership team to continue building one of the premier community banks in the region. The complementary culture and geography will allow us to better serve our communities and clients with responsive commercial banking services while also growing our noninterest income lines of business, including purchase and credit cards, payroll, insurance, mortgage, and qualified intermediary services.”
A. Preston Moore, Jr., VCB president and CEO, added, “The Blue Ridge team sincerely believes, as we do, in delivering responsive, personalized service to our clients. Additionally, we know Blue Ridge is just as excited as we are about the opportunity to grow and develop our existing purchase and credit card platform, which is a tremendous service to our clients and projected to generate significant noninterest income.”
The transaction, which is expected to close in the fourth quarter of 2019, has been unanimously approved by both boards of directors and is subject to customary closing conditions, including regulatory approvals, and approval from the shareholders of Blue Ridge and VCB.
Two VCB directors will join the Blue Ridge Board, as will former VCB President, CEO and Chairman A. Pierce Stone. Moore will join Blue Ridge as president-Central Virginia Region, and Thomas M. Crowder, current VCB executive vice-president, chief financial officer and chief operating officer, will join as executive vice-president of the Card Division. Blue Ridge will move its corporate headquarters to Charlottesville, VA as part of the transaction.
Blue Ridge was advised in the transaction by Raymond James & Associates as financial advisor and by Williams Mullenas as legal counsel. VCB was advised in the transaction by Sandler O’Neill + Partners as financial advisor and by Hunton Andrews Kurth as legal counsel.
Chartered in 1893 as the Page Valley Bank of Virginia, today Blue Ridge Bank has branches in Charlottesville, Drakes Branch, Harrisonburg, Martinsville, McGaheysville, Shenandoah and Stuart, VA and does business as Carolina State Bank in Greensboro, NC.
