01:02 PM EDT, 07/26/2024 (MT Newswires) -- Premier Financial (PFC) agreed to merge with WesBanco ( WSBC ) in an all-stock deal that will create a regional financial services institution with about $27 billion in assets, the lenders said Friday.
Investors of Premier Financial will receive 0.80 of WesBanco's ( WSBC ) stock for each share owned. This reflects a consideration of about $959 million, or $26.66 per share, based on WesBanco's ( WSBC ) Wednesday closing price, according to the joint statement. In a separate statement, Premier Financial said the deal is valued at roughly $987 million based on WesBanco's ( WSBC ) closing share price on Thursday.
WesBanco ( WSBC ) plans to raise $200 million from certain investors to support the merger, led by a $125 million investment from Wellington Management. The aggregate capital raise is expected to complete Aug. 1.
The merger, which requires approval from regulators, as well as from the lenders' shareholders, is expected to close during the first quarter of 2025. Following completion, Premier shareholders are anticipated to own 30% of the combined entity, while legacy WesBanco ( WSBC ) stockholders will likely hold a 62% stake. The shares issued in the capital raise are expected to represent 8% of the combined company.
"The combination of WesBanco ( WSBC ) and Premier makes for an excellent strategic fit," Premier Financial Chief Executive Gary Small said in a statement. "The expanded reach of the organization will serve as a catalyst for growth and increased investment in products and services, to the benefit of all stakeholders."
The transaction is estimated to be more than 40% accretive to earnings in 2025, with cost savings fully phased in, but excluding certain merger-related charges, according to the joint statement. Following deal completion, WesBanco ( WSBC ) will have more than 250 financial centers across nine states. The transaction is expected to expand its franchise by 73 financial centers throughout northern Ohio, as well as in southern Michigan and northeastern Indiana.
At the end of June, WesBanco ( WSBC ) had consolidated assets of about $18.1 billion, deposits of $13.4 billion and total loans of $12.3 billion. Premier Financial's assets totaled $8.8 billion as of June 30, with deposits of $7.2 billion and loans of $6.8 billion. The merged entity is expected to be the eighth largest bank in Ohio, based on deposit market share, according to the joint statement.
Both lenders reported their second-quarter results on Friday. WesBanco's ( WSBC ) adjusted earnings declined to $0.49 per share from $0.71 the year before, while Premier Financial's core EPS decreased to $0.45 from $0.68.
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