By Lisa Kerner
Charlotte, N.C., Dec. 14 - BOE Financial Services of Virginia, Inc., agreed to merge with and into Community Bankers Acquisition Corp. in a deal valued at some $52 million.
The per-share price will be no less than $42.50, according to a news release.
Under the companies' definitive agreement, BOE shareholders will receive 5.7278 shares of Community Bankers common stock for each share of BOE common stock held.
It was previously reported that TransCommunity Financial Corp. also entered into a plan of merger with Community Bankers. The BOE merger is contingent on completion of the TransCommunity/Community Bankers transaction.
Community Bankers expects both the TransCommunity and BOE mergers to be completed in the second quarter of 2008.
The resulting holding company will be named Community Bankers Trust Corp. and will be based in Glen Allen, Va., and led by Community Bankers president and chief executive officer Gary A. Simanson.
"By combining the operating and management strengths and capital resources of these three companies, I believe we offer a very compelling community banking story, that even in the current challenging operating environment should not only be attractive to the investor for its growth prospects, but also will serve as a model and a platform to attract additional customers, employees and community banking partners," Simanson said in the release.
BOE was advised by Feldman Financial Advisors, Inc, which also rendered a fairness opinion to the BOE board. TransCommunity was advised by Sandler O'Neill + Partners, LP, which rendered its fairness opinion to the TFC board. Keefe, Bruyette & Woods, Inc. advised and gave a fairness opinion to Community Bankers.
Community Bankers is a "blank check" company formed in 2005 to acquire a commercial bank. It is based in Great Falls, Va.
Based in Tappahannock, Va., BOE is the holding company for Bank of Essex.
TransCommunity is a banking services company located in Glen Allen, Va.
| Acquirer: | Community Bankers Acquisition Corp.
|
| Target: | BOE Financial Services of Virginia, Inc.
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| Announcement date: | Dec. 14
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| Transaction total: | $52 million
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| Price per share: | No less than $42.50
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| Expected closing: | Second quarter of 2008
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| Stock price of target: | Nasdaq: BSXT: $26.47 on Dec. 13
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