Transaction Overview
Hampton Roads based TowneBank (NASDAQ: TOWN) and Village Bank and Trust Financial Corp. (NASDAQCM: VBFC), the parent company of Village Bank today announced the signing of a definitive agreement and plan of reorganization pursuant to which TowneBank will acquire Village Bank and Trust Financial Corp, and Village Bank. The proposed transaction will enhance TowneBank’s continued and growing presence in the Richmond MSA while providing opportunity for revenue synergies and complementary non-interest income through Village Bank’s mortgage business.
Based on financials reported as of June 30, 2024, the combined companies would have total assets of $17.8 billion, loans of $12.1 billion, and deposits of $14.9 billion. Under the terms of the agreement, shareholders of Village Bank and Trust Financial Corp. will receive $80.25 per share in cash for each share of VBFC outstanding common stock. This corresponds to an aggregate transaction value of approximately $120.0 million, based on VBFC common stock currently outstanding.
TowneBank expects the acquisition to be approximately 6% accretive to earnings per share with fully phased-in cost savings on a GAAP basis. TowneBank anticipates the tangible book value dilution per common share impact to be approximately 5% on a GAAP basis and approximately 4% dilutive excluding accumulated other comprehensive income and interest rate marks impact.
About Village Bank and Trust Financial Corp.
Headquartered in Midlothian, Virginia, Village Bank and Trust Corp. is the holding company for Village Bank. Village Bank was founded in 1999 and is a community bank which operates nine branches and services areas throughout the greater Richmond Metropolitan area. Village Bank and Trust Corp. had total assets of $747.7 million as of June 30, 2024. Additional information is available at the company's website, http://www.villagebank.com.
About TowneBank
Founded in 1999, TowneBank is a company built on relationships, offering a full range of banking and other financial services, with a focus of serving others and enriching lives. Dedicated to a culture of caring, Towne values all employees and members by embracing their diverse talents, perspectives, and experiences.
Today, the bank operates over 50 banking offices throughout Hampton Roads and Central Virginia, as well as Northeastern and Central North Carolina—serving as a local leader in promoting the social, cultural, and economic growth in each community. Towne offers a competitive array of business and personal banking solutions, delivered with only the highest ethical standards. Experienced local bankers providing a higher level of expertise and personal attention with local decision-making are key to the TowneBank strategy. Towne has grown its capabilities beyond banking to provide expertise through its controlled divisions and subsidiaries that include Towne Wealth Management, Towne Insurance Agency, Towne Benefits, TowneBank Mortgage, TowneBank Commercial Mortgage, Berkshire Hathaway HomeServices Towne Realty, Towne 1031 Exchange, LLC, and Towne Vacations. With total assets of $17.1 billion as of June 30, 2024, TowneBank is one of the largest banks headquartered in Virginia.
