United Bankshares Inc., the Charleston-based parent company of United Bank, and Carolina Financial Corporation, the parent company of CresCom Bank, announced Monday that they have entered into a definitive merger agreement.
The combined organization will have approximately $25 billion in assets and will rank in the top 35 largest banks in the U.S. based on market capitalization, according to a press release from United.
The transaction will result in a combined company with more than 200 locations in some of the most desirable banking markets in the nation, United Bankshares said in the release. United has several bank outlets in West Virginia.
United will acquire 100 percent of the outstanding shares of Carolina Financial in exchange for common shares of United. The exchange ratio will be fixed at 1.13 of United’s shares for each share of Carolina Financial, resulting in an aggregate transaction value of approximately $1.1 billion.
“We are excited about our partnership with Carolina Financial Corporation and the opportunities it affords both organizations. Our companies share complementary cultures, a commitment to our customers, and a focus on serving our communities,” Richard Adams, chairman and CEO of United, said in the release. “This transaction represents a significant step towards continuing to grow United’s presence in the Carolinas.”
United, with locations in seven states plus the District of Columbia, entered the North and South Carolina markets in 2017.
Carolina Financial CEO Jerry Rexroad will join United as a board member and executive officer.
“We are partnering with a bank that has a strong community banking culture, along with the resources of a larger institution,” he said in the release. “We believe that United is the very best partner to create the most trusted community bank in the communities we serve.”
Rexroad will also serve as chairman of United’s Carolinas franchise, and will continue to serve as chairman of CresCom’s Atlanta-based Crescent Mortgage Company. Carolina Financial Corporation is based in Charleston, South Carolina.
The merger agreement has been unanimously approved by the boards of directors of both companies and is expected to close in the second quarter of 2020, subject to satisfaction of customary closing conditions, including receipt of customary regulatory approvals and approval by the stockholders of both companies. Carolina Financial will merge into United, and CresCom will merge into United Bank, with United and United Bank being the surviving entities.
Carolina Financial’s pending acquisition of North Carolina-based Carolina Trust BancShares Inc. is expected to close prior to year-end 2019, the release said.