Dive Brief:
- Wheeling, West Virginia-based WesBanco has agreed to acquire Defiance, Ohio-based Premier Financial Corp. and its Youngstown-based bank subsidiary in an all-stock deal worth roughly $959 million, the banks said Friday.
- The transaction, expected to close in the first quarter of 2025, would create a bank with roughly $26.9 billion in assets, $20.6 billion in deposits and $19.1 billion in loans, alongside 250 locations spread across nine states, the banks said.
- WesBanco is raising roughly $200 million in capital by Aug. 1 to support the merger. That includes a $125 million investment from Wellington Management, and more from Glendon Capital Management and Klaros Capital. At completion, the investors will own an 8% stake in the combined bank.
Dive Insight:
Buying $8.8 billion-asset Premier will broaden WesBanco’s presence across northern Ohio, southern Michigan and northeastern Indiana with 73 added branches and nine loan offices. Premier now counts $7.2 billion in deposits and $6.8 billion in loans.
A glance at WesBanco’s history shows a laundry list of bank purchases. But Premier represents the West Virginia lender’s first acquisition in nearly five years.
WesBanco CEO Jeff Jackson called it “another milestone in our long-term growth strategy.”
“This transformative merger will bring together two high-caliber institutions to create a community-focused, regional financial services partner strongly positioned to serve the unique needs of both our new and legacy communities,” Jackson said. “We … look forward to delivering exceptional customer experiences to our newest markets through a broader offering of banking and wealth management services.”
Premier shareholders will receive 0.80 shares of WesBanco common stock for each share of Premier common stock they own, or $26.66 per share, based on WesBanco's $33.32 closing price Wednesday. Premier shareholders are expected to hold a 30% stake in the combined company. Legacy WesBanco shareholders would account for 62%.
Four Premier board members will be appointed directors at WesBanco once the transaction closes, the banks said Friday.
“The combination of WesBanco and Premier makes for an excellent strategic fit. Both organizations value community level banking, are well aligned from a culture perspective, and are focused on performance,” Premier CEO Gary Small said Friday. “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: customers, associates, shareholders, as well as the communities we serve.”
The transaction is expected to be more than 40% accretive to 2025 earnings, the banks said. The combined entity expects to earn back an estimated 13% tangible book value dilution in less than three years, they said.
“WesBanco has built an outstanding reputation for soundness, profitability, customer service, employer of choice and community development,” Jackson said Friday. “We look forward to extending our legacy through this merger and bringing even greater value to our customers, teams, communities and shareholders.”