Under the terms of the BOE merger agreement, BOE shareholders will receive 5.73 shares of CBAC common stock for each of their shares of BOE common stock, subject to possible adjustment. The aggregate transaction value is estimated to be approximately $52 million and the per share value will be no less than $42.50.

As announced earlier, TFC has also entered into a definitive agreement and plan of merger with CBAC, providing for the merger of TFC with and into CBAC. Under the terms of the TFC merger agreement, TFC has given its consent to CBAC entering into the BOE merger agreement. It is anticipated that the BOE merger would occur subsequent to the previously announced proposed merger of TFC and CBAC. The resulting holding company, which will be named Community Bankers Trust Corporation, will be headquartered in Glen Allen, Virginia.

Alexander Dillard, currently chairman of the board of directors of BOE will serve as chairman of the board of directors of the resulting company, Troy Peery, currently chairman of the board of directors of TFC, will serve as a vice-chairman of the board of directors of the resulting company, and Gary Simanson, currently a director, president and CEO of CBAC, will serve as a vice-chairman of the board. Bruce Nolte, currently president and CEO of TFC, will serve as CEO of the resulting company, and George Longest, currently president and CEO of BOE, will serve as president of the resulting company.

TFC’s wholly owned banking subsidiary, TransCommunity Bank will be merged with and into BOE’s wholly owned banking subsidiary, Bank of Essex, which will continue to be headquartered in Tappahannock, Virginia.

Mr Dillard said: We see this merger with CBAC and TFC as a way of not only preserving our unique style of community banking, but also as a way to grow and expand our franchise while staying true to the basic principles that have guided us so well for over 80 years. The combined management strengths, capital resources and banking locations, along with the potential operating efficiencies, enhanced liquidity and value of our combined companies, should serve our shareholders, customers and communities well in the coming years.