WesBanco in Wheeling, W.Va., has agreed to buy Premier Financial in Defiance, Ohio.
The $18.1 billion-asset WesBanco said in a press release that it will pay $959 million in stock for the $8.8 billion-asset Premier. The deal, which is expected to close in the first quarter, priced Premier at 142% of its tangible book value.
WesBanco also agreed to raise $200 million of capital by selling securities to a group that includes Wellington Management, Glendon Capital Management and Klaros Capital.
“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,” Jeff Jackson, WesBanco’s president and CEO, said in the release.
“WesBanco has built an outstanding reputation for soundness, profitability, customer service, employer of choice and community development, as evidenced by multiple recent national accolades,” Jackson added.
The deal is expected to be 40% accretive to WesBanco’s 2025 earnings, including cost savings and excluding merger-related charges and a transaction-related loan-loss provision. It should take nearly three years for the company to earn back an estimated 13% dilution to tangible book value.
Four Premier directors will join WesBanco’s board.
WesBanco will cut about 26% of Premier’s annual noninterest expenses. The company expects to incur about $71.6 million of merger-related charges.
Raymond James; Phillips, Gardill, Kaiser & Altmeyer; and K&L Gates advised WesBanco. Piper Sandler and Nelson Mullins Riley & Scarborough advised Premier.
Raymond James was the placement agent for the private placement. Hunton Andrews Kurth advised Raymond James; Schulte Roth & Zabel advised Wellington.