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Virginia Beach and Louisa, VA. (July 25, 2017) - Atlantic Bay Mortgage Group, L.L.C. (“Atlantic Bay”) and Virginia Community Bank (“VCB”) announced today a definitive agreement for a strategic combination through the merger of Atlantic Bay’s holding company with VCB in an all stock transaction. As part of the transaction, VCB will eliminate its holding company and the resulting bank will operate under the name “Atlantic Bay Bank,” while Atlantic Bay Mortgage Group will retain its brand. The transaction has been unanimously approved by the Board of Directors of VCB and the sole manager and members of Atlantic Bay, and is expected to close in the fourth quarter of 2017. The parties expect to complete a $20 million offering of common stock of VCB at the time of closing.
Under the terms of the agreement, Atlantic Bay’s Chief Executive Officer, Brian Holland, will become Chairman of the Board of the bank, and Stan Holland, Chief Operating Officer of Atlantic Bay, will be a member of the bank’s Board of Directors. Preston Moore, the Chief Executive Officer of VCB, will remain Chief Executive Officer of the bank and will be a member of its Board of Directors. Thomas Crowder, the Chief Financial Officer of VCB, will remain Chief Financial Officer of the bank.
Atlantic Bay was founded in 1996 by Brian Holland and the company has grown from one employee to over 900 and over 120 locations. VCB was established in 1976 and has seven locations in Central Virginia.
Under the terms of the agreement, Atlantic Bay will receive merger consideration consisting of 100% stock in VCB that will give Atlantic Bay’s current members approximately 60% ownership of the bank, excluding the impact of any adjustments resulting from the planned common stock offering.
“Partnering with a bank is the next step in Atlantic Bay’s evolution. We will be able to continue to provide the best service to all of Atlantic Bay’s and VCB’s customers, enhance benefits for all of our employees and strengthen the mortgage company,” said Brian Holland, Chief Executive Officer of Atlantic Bay. “We are excited to join with a well-established and highly-respected community bank where we can share our approach to lending, customer service and fun company culture.”
Holland continued, “We are especially glad to do this by joining forces with Virginia Community Bank. The bank’s commitment to outstanding customer service is consistent with our own and the combined franchise will be well-positioned for growth and success.”
“Under the partnership with Atlantic Bay, the bank will maintain exceptional customer service and be able to leverage Atlantic Bay’s growth potential,” said Preston Moore, Chief Executive Officer of VCB. “This transaction enhances our capabilities, creates value for our shareholders, allows us to retain all of our employees and will be accretive to earnings.”
Completion of the transaction is subject to customary closing conditions, including the receipt of required regulatory approvals and the approval of Virginia Community Bankshares, Inc.’s shareholders.
Troutman Sanders LLP served as its legal advisor to Atlantic Bay. Sandler O’Neill + Partners, L.P. acted as financial advisor to VCB, and Hunton & Williams LLP served as its legal advisor.
About Atlantic Bay Mortgage Group, L.L.C.
Founded in 1996, Atlantic Bay Mortgage Group® is a privately owned national mortgage lender headquartered in Virginia Beach, Virginia with over 900 employees and over 120 locations throughout nine states. With more than 100,000 homeowners helped to date, Atlantic Bay has been recognized as a Top 100 Mortgage Company in America, Best Mortgage Company, Most Enjoyable Place to Work, and an Inc. 500 Fastest Growing Company. Through its AB Cares program, Atlantic Bay has donated more than $2 million to charities and participated in events that promote the passions of its customers, employees and neighbors. Atlantic Bay Mortgage Group L.L.C.® NMLS #72043 (www.nmlsconsumeraccess.org) is an Equal Opportunity Lender. www.atlanticbay.com.
About Virginia Community Bankshares, Inc. & Virginia Community Bank
Virginia Community Bank was founded in 1976 and currently operates seven banking offices in the counties of Louisa, Orange, Culpeper and towns of Mineral and Fredericksburg. The bank currently has total assets