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1 Feb, 2021
By Shreya Tyagi and Jasmine Castroverde
Charlottesville, Va.-based Blue Ridge Bankshares Inc. on Jan. 31 completed its merger with Richmond, Va.-based Bay Banks of Virginia Inc.
Pursuant to the terms of the deal, Bay Banks of Virginia shareholders received 0.5000 of a Blue Ridge Bankshares common share, plus cash in lieu of any fractional shares, in exchange for each Bay Banks of Virginia common share. The aggregate amount paid by Blue Ridge Bankshares for the merger consideration was approximately 6,627,729 common shares, which had a value of about $124.8 million based on the closing price of Blue Ridge Bankshares common stock on Jan. 29, according to a Form 8-K filed by Bay Banks of Virginia.
On the closing date, Bay Banks of Virginia merged with and into Blue Ridge Bankshares, with the latter as the surviving corporation. Immediately following the merger of the two companies, Virginia Commonwealth Bank was merged with and into Blue Ridge Bank NA, with the latter as the surviving bank.
The Virginia Commonwealth Bank branches assumed in the merger will continue to operate under the name Virginia Commonwealth Bank, a division of Blue Ridge Bank, until systems are converted in May.
The merger creates a Virginia-based community bank with a pro forma total market capitalization approaching $230 million. Based on financial information as of Sept. 30, 2020, the combined company has approximately $2.8 billion in assets, $1.9 billion in deposits and $2.1 billion in loans, according to a news release.
Additionally, pursuant to the terms of the deal, the size of Blue Ridge Bankshares board was established at 15 directors as of the effective time of the merger.
C. Frank Scott III, who retired as president of Virginia Commonwealth Bank on Jan. 31, was appointed to serve on the board of Blue Ridge Bankshares and Blue Ridge Bank. Randal Greene, Elizabeth Crowther, Richard Farmar III, Julien Patterson, Randolph Reynolds Jr. and Vance Spilman were also appointed to serve as directors of the company and the bank. They will serve until the 2021 annual meeting of shareholders of the company, at which time each will stand for election to serve in one of the board's three classes of directors, according to a Form 8-K filed by Blue Ridge Bankshares.
Greene was also appointed to serve as president and COO of Blue Ridge Bankshares and president and CEO of Blue Ridge Bank.
Judy Gavant was named executive vice president and CFO of the company and the bank, while C. Rodes Boyd Jr. was appointed executive vice president of the company and executive vice president and chief lending officer of the bank. Susan Pittman was named executive vice president of the bank's Northern Neck market.
Brian Plum, the former president and CEO of Blue Ridge Bankshares, will continue to serve as CEO of the company. Amanda Story, the company's former CFO, will serve as chief accounting officer.