Bryn Mawr Bank Corp., parent of Bryn Mawr Trust Company, announced that the corporation has entered into a definitive agreement to acquire Continental Bank Holdings, Inc.
The transaction has a total value of approximately $109 million. Brwyn Mawr Trust, based in the community of the same Name near Philadelphia, has banking and wealth management operations in Delaware.
Under the terms of the agreement, shareholders of Continental will receive 0.45 shares of Bryn Mawr Bank Corporation common stock for each share of Continental stock.
Holders of Continental’s warrants to acquire Series B Convertible Perpetual Preferred Stock will receive cash in the amount of $2.94 for each outstanding Series B Warrant.
In addition, under the terms of the agreement, holders of options and other warrants to acquire shares of Continental common stock will have their options and warrants exchanged for similar options or warrants to acquire Bryn Mawr Bank Corporation common stock as adjusted by the exchange ratio.
The agreement also provides that Continental will pay a special dividend to its shareholders of $1.251 million, or $0.15 per common share, immediately prior to closing. Continental Bank Holdings, Inc. is headquartered in Plymouth Meeting, Pa.
The acquisition expands the corporation’s distribution network in attractive Montgomery, Chester and western Philadelphia counties by adding 10 branches, approximately $398 million in loans and $469 million in deposits.
Ted Peters, chairman and CEO, stated, “Continental is a high quality, well-managed organization, and we are delighted to have them join us. This acquisition is really exciting for us, bringing tremendous opportunity for growth in very desirable markets. It is an important step in our strategic plan and goal of reaching $3 billion in banking assets by the end of 2014.” Peters added, “The broader range of services we offer, particularly wealth management and private banking for example, will be a big plus for many of our new clients.”
The agreement comes after Brwyn Mawr Trust dropped a plan last year to merge with MidCoast Community Bank, Wilmington, after the president of that financial institution resigned. He went on to face charges related to a loan scheme.
