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United Bankshares, Inc. ("United") (NASDAQ:UBSI), the parent company of United Bank, and Community Bankers Trust Corporation ("Community Bankers Trust") (NASDAQ:ESXB), the parent company of Essex Bank, today announced that they have entered into a definitive merger agreement.
The combined organization will be approximately $29 billion in assets and rank as the 38th largest banking company in the U.S. based on market capitalization. The merger brings together two high-performing banking companies and strengthens United's position as one of the largest and best performing regional banking companies in the Mid-Atlantic and Southeast. Community Bankers Trust has assets of approximately $1.7 billion and is headquartered in the greater Richmond, Virginia market. This transaction represents the 33rd acquisition of the current administration of United and will result in a combined company with nearly 250 locations in some of the most desirable banking markets in the nation.
Pursuant to the merger agreement, United will acquire 100% of the outstanding shares of Community Bankers Trust in exchange for common shares of United. The exchange ratio will be fixed at 0.3173 of United's shares for each share of Community Bankers Trust, resulting in an aggregate transaction value of approximately $303.3 million.
"We are extremely pleased to partner with Community Bankers Trust," said Richard M. Adams, Chairman and CEO of United. "This transaction enhances our existing presence in the DC Metro MSA and takes us into new markets including Baltimore, Annapolis, Lynchburg, Richmond, and the Northern Neck of Virginia. It also strategically connects our Mid-Atlantic and Southeast footprints."
Community Bankers Trust President and CEO Rex L. Smith III stated, "We are excited to become a part of the United Bank family. They have a steadfast and proven commitment to their customers and the communities in which they operate. The merger will give us the ability to offer better and more sophisticated products and services while still maintaining the community bank approach to doing business with local leadership. This will be a great benefit to our customers, to our shareholders and to the communities of Central Virginia, the Northern Neck and Eastern Maryland." Mr. Smith will be retained as Regional President responsible for the existing Essex Bank locations in Virginia.
The merger agreement has been approved by the boards of directors of both companies. The merger is expected to close in the fourth quarter of 2021, subject to satisfaction of customary closing conditions, including receipt of customary regulatory approvals and approval by the shareholders of Community Bankers Trust. Community Bankers Trust will merge into United, and Essex Bank will merge into United Bank, with United and United Bank being the surviving entities.
Performance Trust Capital Partners served as financial advisor, and Bowles Rice LLP served as legal counsel to United.
Piper Sandler & Co. served as financial advisor, and Williams Mullen served as legal counsel to Community Bankers Trust.
