West Virginia-based bank holding company announces merger with Premier Financial Corp.

West Virginia-based bank holding company WesBanco Inc. and Ohio-based Premier Financial Corp. both announced on Friday that the two have executed a definitive agreement and plan of merger for the two companies.
The agreement was unanimously approved by both companies' boards of directors.
Under the agreement, WesBanco will exchange shares of its common stock for the outstanding shares of Premier's common stock in an all-stock transaction.
Premier shareholders will be entitled to receive 0.80 of a share of WesBanco common stock for each share of the Premier common stock they own once the merger is effective for an aggregate merger consideration valued at approximately $959 million or $26.66 per share.
The merger is expected to qualify as a tax-free reorganization.
Additionally, WesBanco announced that it has entered into subscription agreements with investors to raise capitol to support the merger. This was led by a $125 million investment from Wellington Management with other investors including Glendon Capital Management LP and Klaros Capital.
In aggregate, $200 million of WesBanco common stock will be issued. The capital raise is expected to close August 1 and the merger itself is expected to be completed by 2025.
"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," said WesBanco CEO Jeff Jackson.
Once this merger is completed, WesBanco will have over 250 financial centers and loan protection offices across nine states. Additionally, the merger would expand WesBanco's franchise by 73 financial centers located primarily throughout northern Ohio, as well as southern Michigan and northeast Indiana.
Premier Financial Corp. is headquartered in Defiance, Ohio and acts as the holding company for Premier Bank headquartered in Youngstown.
Premier Bank has several locations across the Mahoning Valley.