Atlantic Union to acquire American National Bank

Updated 4:15 p.m. July 25

Richmond-based Atlantic Union Bank’s parent company announced Tuesday that it has entered into an agreement to acquire American National Bankshares Inc., which is headquartered in Danville and is the holding company of American National Bank and Trust Co. The combined bank will have total assets of $23.7 billion as of June 30, according to the statement.

Atlantic Union Bankshares Inc. and American National expect to complete the merger in the first quarter of 2024, and both banks’ boards of directors have approved the deal. Two members of American National’s board — Carilion Clinic CEO Nancy Howell Agee and Virginia Furniture Market President Joel R. Shepherd — will join Atlantic Union’s board.

Jeff Haley, American National’s chairman, president and CEO, will “assist in the integration of the two companies and advise on the combined bank’s regional community banking model” in the bank’s locations in Southern and Southwest Virginia, as well as represent the merged bank in two Danville-based charitable trusts, the announcement said.

The combined bank will have total deposits of $19.1 billion and gross loans of $17.3 billion.

In a Tuesday afternoon news conference, John C. Asbury, president and CEO of Atlantic Union, said he expects the systems conversion to take place in May 2024, if the deal closes early next year as expected.

Over the next few months, Atlantic Union will assess the staffing and branches it will take on as part of the American National purchase, Asbury said, but that he wasn’t prepared yet to say how many American National employees’ jobs will be cut as a result.

He noted there is some overlap of the two banks’ branch locations in the Roanoke and Rocky Mount areas in which they are located so close to each other, “it makes no sense to have two branches operating. There will be some degree of [staffing] impact,” Asbury said, but with those “pretty limited” examples of overlapping branches, “we certainly are not interested in limiting convenience” and closing more branches. He also said that there are no plans to close American National’s Danville headquarters, where Haley expects to maintain an office, although those staff numbers will be part of Atlantic Union’s assessment.

Haley noted that the merger comes at a time when smaller community banks are merging with other banks. “There’s been a massive digital transformation in the industry,” he said Tuesday afternoon. “I believe that the model of what we do as a $3 billion community bank has changed. The foot traffic is down considerably since COVID. It has been a massive change in how people use banking services.”

Asbury added that he believes the pandemic accelerated digital banking, such as photographing checks and depositing funds digitally, or conducting Zoom appointments with branch staffers. “This industry isn’t going away, but there are going to be fewer of us.”

American National, which was founded in 1909, has 26 branches in Virginia and North Carolina and is Virginia’s ninth largest bank. It had $3.1 billion in assets as of June 30. Atlantic Union is the largest community bank headquartered in Virginia, with 109 branches, $20.6 billion in assets and $15.7 billion in deposits as of June 30. (McLean-based Capital One Financial Corp. is the largest bank headquartered in Virginia, with $38.37 billion in 2022 revenue and $467.8 billion in total assets.)

Under the agreement, each outstanding share of American National common stock will be converted into the right to receive 1.35 shares of Atlantic Union common stock, which would place the value of the transaction at $416.8 million, or $39.23 per share, based on Atlantic Union’s 10-day weighted average closing stock price ending Monday.

“American National is a high-quality community bank with an exceptional 114-year history, a strong core deposit base and outstanding asset quality,” Asbury said in a statement earlier Tuesday. “This is a company and leadership team we have long admired and know well, and the relationship between our two banks spans decades. We expect that our combined footprint will bring additional convenience to our customers and position us as an even stronger competitor against the large national, super-regional and smaller community banks. Increasing our presence in Roanoke and entering Southside Virginia will further build out our Virginia franchise, and the transaction will also allow us to gain meaningful entry into North Carolina’s attractive Piedmont Triad region and Raleigh. With a more diversified deposit base, expected synergies and enhanced growth market opportunities, we believe the combined franchise will be able to generate a higher level of financial performance for our shareholders.”

Piper Sandler & Co. is acting as financial adviser to Atlantic Union, and Covington & Burling LLP is acting as its legal adviser in the transaction. Keefe, Bruyette & Woods Inc. is acting as financial adviser to American National, and Williams Mullen is acting as its legal adviser in the transaction.

Editor’s note: An earlier version of this story incorrectly described Atlantic Union as the largest bank headquartered in Virginia. Atlantic Union is the largest of Virginia’s community banks, but the largest bank headquartered in Virginia is McLean-based Fortune 500 bank Capital One Financial Corp.