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January 30, 2013
08:01 EDTVCBI, UBSIUnited Bankshares to acquire Virginia Commerce
United Bankshares (UBSI) Chairman and CEO, Richard M. Adams, announced the signing of a definitive merger agreement with Virginia Commerce Bancorp (VCBI). United will acquire 100% of the outstanding shares of VCBI in exchange for common shares of United. The exchange ratio will be fixed at 0.5442 of Unitedís shares for each share of VCBI which equates to a deal value of $14.00 per share, or approximately $490.6M in the aggregate, based on Unitedís ten-day average closing price of $25.73 as of January 29, 2013. The transaction, which has been unanimously approved by both Unitedís and VCBIís Boards of Directors, is expected to close in the third quarter of 2013, pending regulatory approvals and the approval of Unitedís and VCBIís shareholders. The aggregate consideration of the transaction is approximately $490.6M based on VCBIís common shares outstanding, plus outstanding options and warrants. The announced price represents a premium of 15% over VCBIís closing price on January 29, 2013, and 1.82 times VCBIís tangible book value at December 31, 2012.
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