Virginia Heritage Bank shareholders have approved the proposed merger with EagleBank. A bank official said the tally in favor was more than 99 percent of the vote from 75 percent of outstanding shareholders.
The deal, which is driven by a desire to grow in Northern Virginia, now moves to an Oct. 31 closing.
Virginia Heritage shareholders will be entitled to receive a combination of EagleBank common stock and cash for each share of Virginia Heritage common stock they own. That payoff will be determined by the average EagleBank common stock price during the 20-day trading period that began Sept. 29 and ends Oct. 24.
Bethesda-based EagleBank (Nasdaq: EGBN) stock was trading at $32.26 Thursday afternoon. Under the merger deal, if the average EagleBank price is at least $29 and not more than $35.50, then each share of Virginia Heritage stock would be converted to EagleBank common stock having a value of $21.50 per share, plus cash of $7.50 per share, for an aggregate total of $29 per share.
There are contingencies such as more cash or fractional stock shares if the 20-day stock price is above $35.50 or below $29. Here are more details of the transaction.
The deal was estimated at $182.9 million when it was announced June 6. At the time, the closing stock price was $32.92.
Late Wednesday, EagleBank announced its 23rd consecutive quarter of record profits, with net income of $14.1 million, or 52 cents per share, up 19 percent from the same quarter a year ago. The bank’s assets now exceed $4.1 billion.
