Union Bankshares acquiring Xenith Bankshares

Union Bankshares is acquiring Xenith Bankshares Inc. in a $701.2 million, all-stock deal. The Richmond-based companies announced the deal Monday, which is expected to close in early January 2018.

Union says the deal will expand its retail footprint into North Carolina and Maryland. The combined company will have total assets of $11.9 billion, based on financial data as of March 31. After the transaction is completed, Union will have the fourth-largest branch network in Virginia.

Under the terms of the merger agreement, each outstanding share of Xenith common stock will be converted into the right to receive 0.9354 shares of Union common stock. This implies a deal value per share of $29.67 per share of Xenith common stock.

Union, the parent company for Union Bank & Trust, has 113 banking offices in Virginia. Xenith, the parent company of Xenith Bank, has 40 branches and two loan production offices in Virginia, Maryland and North Carolina. In July, Xenith merged with The Bank of Hampton Roads.

John C. Asbury, Union’s president and CEO, will continue to lead the combined organization. Xenith CEO T. Gaylon Layfield III will serve for a transitional period as executive vice chairman of Union Bank & Trust.

Following the closing of the merger, the Union Board of Directors will expand to 20 members. It will be made up of 18 members from the current Union Board and two members from the Xenith Board.  Raymond D. Smoot Jr., chairman of Union, will continue to serve as chairman of the board of the combined company.

The board of directors of each company has approved the merger agreement.  The deal is subject to customary closing conditions, including regulatory and shareholder approvals.