Should the merger of Virginia-based Access National Corp. and Middleburg Financial Corp. be terminated, a $9.9 million termination fee is payable under certain conditions.
The information was disclosed in a Dec. 19 regulatory filing recently acquired by S&P Global Market Intelligence. The filing also noted an expected deal closing date of April 1, 2017.
It further listed the six Middleburg Bank directors to be named to one or both of Access' boards. They are Middleburg Chairman John Lee IV, Childs Burden, Gary LeClair, Mary Leigh McDaniel, Janet Neuharth, and Middleburg President and CEO Gary Shook. Shook additionally will take the title of president of Middleburg Bank, which will be an operating division of Access National Bank. Middleburg COO Jeffrey Culver will be executive vice president and COO of Access National Bank. Lee will be Access chairman and Access National Bank vice chairman. Michael Anzilotti, currently Access' chairman, will be Access vice chairman and Access National Bank chairman.
The filing also disclosed that Middleburg's Middleburg Bank Service Corp. will become a wholly owned subsidiary of Access National Bank. Middleburg Bank Service holds a 8.125% membership interest in Bankers Title Shenandoah LLC and a 1.9138% membership interest in Bankers Insurance LLC. Bankers Title is a title and settlement agency; Bankers Insurance is an independent insurance agency offering personal and commercial insurance and employee benefits products and services. Access National Bank may retain the investments in these two insurance firms.