River Community Bank parent holding company merges with Blue Ridge Bankshares
Published 9:47 am Thursday, March 31, 2016
Blue Ridge Bankshares, Inc. (OTC: BRBS) (“Blue Ridge”), the parent holding company of Blue Ridge Bank, and River Bancorp, Inc. (“River”), the parent holding company of River Community Bank, NA, today jointly announced the signing of a definitive merger agreement pursuant to which Blue Ridge will acquire River in a 70 percent stock, 30 percent cash, transaction valued at approximately $12.4 million, based on the 30-day volume weighted average price of Blue Ridge common stock.
River operates four branches in and surrounding Martinsville, Virginia and will add approximately $115 million in assets, $100 million in loans, and $98 million in deposits to Blue Ridge. Upon completion of this transaction, Blue Ridge will have approximately $384 million in assets, $296 million in loans (plus an additional $21 million in mortgage loans held for sale), and $294 million in deposits, based on financials reported as of Dec. 31.
Under the terms of the merger agreement, River shareholders will have the right to receive either $16.57 in cash or 0.9821 shares of Blue Ridge common stock for each share of River common stock they hold. If the 30-day volume weighted average price of Blue Ridge common stock two trading days prior to the closing of the merger (“VWAP”) is greater than or equal to $18.00, then the stock exchange ratio will be adjusted so that the River shareholders who elect to receive stock will receive $17.68 worth of Blue Ridge common stock for each share of River common stock. If the VWAP is less than or equal to $16.00, then the stock exchange ratio will be adjusted so that the River shareholders who elect to receive stock will receive $15.71 worth of Blue Ridge common stock for each share of River common stock. Shareholder elections are subject to adjustment so that the overall mix of consideration to be paid to River shareholders consists of approximately 70 percent Blue Ridge common stock and 30 percent cash.
Brian K. Plum, president and chief executive officer of Blue Ridge commented saying, “We are excited to announce the combination of Blue Ridge and River. This transaction affords us the opportunity to partner with an excellent financial institution with similar values and the same rigorous commitment to serving our communities. Our partnership with River furthers our strategy of organic growth and selective expansion while seeking acquisitions with significant earnings accretion and reasonable earn back periods. We see River as a natural complement to our existing footprint in the Shenandoah Valley and Piedmont and look forward to welcoming our new customers, employees and community members.”
Ronald D. Haley, president and chief executive officer of River, added, “We are delighted to combine forces with a bank that has been the financial foundation of its communities for over 120 years. Leadership of both banks share the same vision for the combined bank: one that remains customer centric and committed to our communities. Customers of both banks will benefit by an increase in products and services. River Community and Blue Ridge know their customers and their families. Decisions will continue to be made locally by bankers with a vested interest in the community.”
The transaction, which is expected to close in the third quarter of 2016, has been unanimously approved by the boards of directors of both companies and is subject to customary closing conditions, including regulatory approvals, and approval from the shareholders of Blue Ridge and River.
Blue Ridge’s oard of Directors will appoint three River directors to join the Blue Ridge Board. After the merger, Plum will continue to serve as president and chief executive officer of Blue Ridge and Haley will serve as president and chief operating officer of the combined bank and as a director on the Blue Ridge board.
In consideration of the merger, extensive due diligence was performed by both companies. Blue Ridge expects the transaction to be more than 30 percent accretive to earnings per share with an estimated earn-back period for book value dilution of less than two years.
Blue Ridge was advised in the transaction by Sandler O’Neill + Partners, L.P. as financial advisor and LeClairRyan, A Professional Corporation as legal counsel. River was advised in the transaction by Banks Street Partners, LLC as financial advisor and Woods Rogers PLC and Bryan Cave LLP as legal counsel.
About Blue Ridge Bankshares, Inc.
Blue Ridge Bankshares, Inc. is a single-bank holding company headquartered in Luray, Virginia. Chartered in 1893 as the Page Valley Bank of Virginia, today Blue Ridge Bank has additional branches in Shenandoah, McGaheysville, Charlottesville and Harrisonburg. Celebrating 123 years as a locally owned, independent community bank, Blue Ridge Bank provides a wide range of financial services. Visit www.mybrb.com for more information.
About River Bancorp, Inc.
River Bancorp, Inc. is the parent holding company of River Community Bank, N.A., which provides personal and business banking services through its banking offices in Martinsville, Stuart, Stanleytown, Drakes Branch and a loan production office in Greensboro, N.C. River Community Bank also has mortgage production offices located in Cary, Raleigh, Greensboro, Eden, Kernersville, Wilmington and Whiteville North Carolina and Martinsville. For further information, visit www.rcbna.com.