United Acquires Va. Bank

From Staff Reports

WHEELING – United Bankshares on Wednesday announced it will acquire Virginia Commerce Bancorp Inc. in a deal valued at $490.6 million.

The acquisition of Virginia Commerce will allow United to enhance its existing presence in the Washington, D.C., area, according to Richard Adams, chairman and chief executive officer of United Bankshares.

In announcing the merger agreement, Adams noted that since 1982, United has completed and effectively integrated 28 acquisitions.

“We are very excited about our merger with VCBI, which creates the leading independent community bank operating throughout the most attractive markets in northern Virginia and Washington, D.C. VCBI is a well-run banking franchise and will be a great partner for United,” Adams said.

Virginia Commerce is headquartered in Arlington, Va., and has $2.8 billion in assets and 28 banking offices, a residential mortgage origination office and a wealth management office. Virginia Commerce locations are in the Northern Virginia suburbs of Washington.

With the acquisition of Virginia Commerce, United’s assets will grow to approximately $11.2 billion.

“We look forward to joining the United team,” Peter A. Converse, Virginia Commerce’s president and chief executive officer, said. “Our merger creates superior value for our shareholders and will enable us to better serve our customers, employees and communities.”

Anthony Gentile, United Bank market president, said the merger is an indication of United’s “strong financial condition … and our willingness to grow our organization and remain extremely competitive in the banking industry.”

United will acquire all the outstanding shares of Virginia Commerce in exchange for common shares of United. The exchange ratio will be fixed at 0.5442 of United’s shares for each share of Virginia Commerce, which equates to a deal value of $14 per share, or about $490.6 million in the aggregate, based on United’s 10-day average closing price of $25.73 as of Jan. 29.

The transaction has been unanimously approved by both United’s and Virginia Commerce’s boards of directors. It is expected to close in the third quarter of this year, pending regulatory approvals and the approval of both banks’ shareholders.

The announced price represents a premium of 15 percent over Virginia Commerce’s closing price on Jan. 29 and 1.82 times Virginia Commerce’s tangible book value at Dec. 31.