After months of heated dissent and a shareholder meeting that spilled into a second day, FNB Corp. in Christiansburg, Va., won its shareholders' approval Wednesday to merge with Virginia Financial Group Inc. in Culpeper.
The two companies framed the deal as a "merger of equals" that would form a $3 billion-asset banking company, the largest headquartered in Virginia.
But some FNB shareholders objected, saying their company was actually being acquired for little premium. The agreement calls for each FNB share to be exchanged for 1.585 share of Virginia Financial common stock. When the all-stock deal was announced in July, the price worked out to $240 million, or $32.43 a share.
But Virginia Financial's share price has since dropped more than 16%, which further fueled some FNB shareholders' opposition.
Virginia Financial held an uneventful shareholder approval vote Tuesday. It is the parent of Planters Bank and Trust Co. of Virginia and Second Bank and Trust. FNB is the parent of First National Bank. The companies say they intend to come up with a new name once the deal closes.
