Congressional Bancshares in Bethesda, Md., has agreed to buy American Bank Holdings in Bethesda.

The $428 million-asset Congressional said in a press release Wednesday that it expects to complete the acquisition in the first quarter of 2015. Financial terms were not disclosed.

The $456 million-asset American has five branches around Washington, D.C., and a national mortgage lending platform that has eight offices. J.R. Schuble, American's chairman and biggest shareholder, will become vice chairman at Congressional.

American will spin off certain assets to a newly formed entity owned by its shareholders before the closing date. Jeffrey Lipson, Congressional's president and chief executive, declined to discuss what types of assets would be spun off, noting only that they are "a small amount" compared to American's overall size.

American's mortgage business and liquidity were appealing to Congressional, which is "very interested in scale of operations," Lipson said in an interview. American has "a very strong and sizeable mortgage platform that is large enough that the volumes tend to be very stable," he said, adding that American's mortgage offices are in the eastern and Midwestern United States.

Sandler O 'Neill and Arent Fox advised Congressional. Monacacy Financial Advisors and Kilpatrick Townsend & Stockton advised American.

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