United Bankshares to Acquire Centra Financial Holdings

WASHINGTON & CHARLESTON, W.Va.--(BUSINESS WIRE)-- United Bankshares, Inc. (United) (NASDAQ: UBSI) Chairman and Chief Executive Officer, Richard M. Adams, announced the signing of a definitive merger agreement with Centra Financial Holdings, Inc. (Centra). The acquisition of Centra will afford United the opportunity to enhance its existing footprint in Maryland and West Virginia, as well as provide an entry into Pennsylvania. Since 1982, United has completed and effectively integrated 27 acquisitions. Centra, which is headquartered in Morgantown, West Virginia, has $1.4 billion in assets and 15 offices and one loan origination office. Centras locations are in and surrounding the four strategic markets of Hagerstown, Maryland; Martinsburg, West Virginia; Morgantown, West Virginia; and Uniontown, Pennsylvania. With the acquisition of Centra, Uniteds assets will grow to approximately $9 billion. United will acquire 100% of the outstanding shares of Centra in exchange for common shares of United. The exchange ratio will be fixed at 0.7676 of United shares for each share of Centra which equates to $21.00 based on Uniteds closing price of $27.36 on December 10, 2010. United will provide cash consideration for Centras outstanding options. The transaction, which has been approved by both Uniteds and Centras Boards of Directors, is estimated to close early in the third quarter of 2011, pending regulatory approvals and the approval of Centra shareholders. The estimated aggregate consideration of the transaction is approximately $186.9 million based on Centras 8.4 million common shares outstanding, Centras 1.2 million options outstanding and Uniteds recent stock price of $27.36 per share as of December 10, 2010. The announced price represents 17.3 times Centras 2011 earnings estimate and 1.3 times book value. Adams stated, We are excited about the Centra announcement. It is an in-market transaction and provides us additional opportunities to generate revenue growth. Centra is a well run banking franchise which has remained profitable throughout the economic downturn. Centra has also maintained strong capital levels and better than peer credit metrics. This is a good fit for United financially, geographically, and culturally. Douglas J. Leech, Centras Founder, Chairman and Chief Executive Officer stated, This combination of our two banks will immediately enhance value for Centras shareholders. They will receive substantial liquidity, have a meaningful premium on their stock and a threefold increase in the dividend based on Uniteds current practice. In addition, Mr. Leech commented, The customer service philosophy of United is one that will be very familiar to Centras employees. Our customers will benefit from the combined strengths of our organizations with additional products and services and more convenient locations. With this acquisition United will hold the #1 deposit market share position in the Morgantown, West Virginia, MSA, #2 deposit market share position in Fayette County, Pennsylvania, and will jump to the #5 spot in the Hagerstown-Martinsburg, MD-WV, MSA. United is currently ranked the 50th largest bank holding company in the nation based on market capitalization, and has $7.6 billion in assets and 112 full service offices in Ohio, West Virginia, Virginia, Maryland, and Washington, D.C.