WINSTON-SALEM, N.C., Nov. 8 /PRNewswire/ -- BB&T Corporation (NYSE: BBT)
today said it plans to buy MidAmerica Bancorp (Amex: MAB) of Louisville, Ky.,
in a $372.4 million transaction. The acquisition, one of two BB&T announced
today, would expand BB&T's presence in the economically vibrant Louisville
With $1.8 billion in assets, MidAmerica Bancorp operates 30 banking
offices in the Louisville metropolitan statistical area through the Bank of
Louisville, its primary subsidiary.
The announcement comes on the same day BB&T said it would buy Owensboro,
Ky.-based AREA Bancshares Corporation, with $2.95 billion in assets and
72 banking offices in Kentucky, which it operates through its subsidiary AREA
Bank. Together, the mergers would increase BB&T's Kentucky assets to more
than $5 billion and move BB&T from 29th to fourth place in market share in the
state. BB&T wants to be among the top five in every market it serves.
The transaction, approved by the directors of both companies, is valued at
$32.57 per MAB share based on BB&T's closing price Wednesday of $34.01. For
each share of MAB stock, shareholders would receive .7187 shares and $8.13 per
share in cash. The cash portion of consideration is also subject to
adjustment relating to the settlement of certain legal proceedings to which
MidAmerica is a party.
"This is a key acquisition because it gives us significant entry into the
most attractive banking market in Kentucky," said BB&T Chairman and Chief
Executive Officer John Allison. "MidAmerica Bancorp does a great job of
providing personal, attentive service to its clients which makes them a
perfect partner for BB&T."
Part of the "Golden Triangle" with Cincinnati, Ohio, and Lexington, Ky.,
Louisville was recently ranked by Entrepreneur magazine as the third best
midsize city in the country for entrepreneurs. Louisville ranks as the 12th
best large city for starting and growing a company by Inc. magazine, and as
the 14th fastest growing city nationally.
MidAmerica controls the fourth largest market share in the economically
strong Louisville market.
BB&T will create a total of three new community banking regions: one in
Louisville, formed from the MidAmerica branches, and two additional regions
formed from AREA Bancshares' branch operations. BB&T divides its banking
network into autonomous regions -- each with its own president -- which
operate like community banks. Nearly all lending decisions are made locally.
"MidAmerica has a solid record of strong community commitment and, above
all, excellent personal service," said Bertram W. Klein, MidAmerica's chairman
of the board.
"BB&T, like MidAmerica, believes in respecting the individual and
providing the highest level of personal service possible, which is what makes
this partnership so appealing," said R.K. Guillaume, MidAmerica's chief
"It's rare to find an institution of their size placing that much emphasis
on quality service, but BB&T firmly believes in it. And their community
banking strategy allows local bankers to make their own decisions."
Guillaume will become the new state president for BB&T and the regional
president for the new Louisville community banking region.
MidAmerica customers will be able to take advantage of BB&T's broad
product and services line. It includes: insurance, mutual funds, trust,
online banking, annuities, investment banking, retail brokerage, treasury
services, international banking and leasing.
BB&T will create a state advisory board for Kentucky and a regional
advisory board for the Louisville market. MidAmerica board members will be
asked to serve on one of the two new BB&T boards.
The merger, which is subject to the approval of MidAmerica shareholders
and banking regulators, is expected to be completed in the second quarter of
Winston-Salem-based BB&T Corporation, with $70.3 billion in assets,
operates more than 1,000 banking offices in the Carolinas, Georgia, Virginia,
Maryland, West Virginia, Tennessee, Kentucky, Alabama and Washington, D.C.
BB&T Corporation is the fourth largest financial holding company in the
Southeast and 16th largest in the nation. More information is available at
This press release contains forward-looking statements as defined by
federal securities laws. These statements may address issues that involve
significant risks, uncertainties, estimates and assumptions made by
management. Actual results could differ materially from current projections.
Please refer to BB&T's filings with the Securities and Exchange Commission
for a summary of important factors that could affect BB&T's forward-looking
statements. BB&T undertakes no obligation to revise these statements
following the date of this press release.
BB&T's news releases are available at no charge through PR Newswire's
Company News On-Call facsimile service. For a menu of BB&T's news releases or
to retrieve a specific release call 1-800-758-5804, extension 809325.
The foregoing may be deemed to be offering materials of BB&T Corporation
in connection with BB&T's proposed acquisition of MidAmerica Bancorp, on the
terms and subject to the conditions in the Agreement and Plan of
Reorganization, dated Nov. 7, 2001, between BB&T and MidAmerica Bancorp. This
disclosure is being made in connection with Regulation of Takeovers and
Security Holder Communications (Release Nos. 33-7760 and 34-42055) adopted by
the Securities and Exchange Commission ("SEC").
Shareholders of MidAmerica Bancorp and other investors are urged to read
the proxy statement/prospectus that will be included in the registration
statement on Form S-4, which BB&T will file with the SEC in connection with
the proposed merger because it will contain important information about BB&T,
MidAmerica Bancorp, the merger, the persons soliciting proxies in the merger
and their interests in the merger and related matters.
After it is filed with the SEC, the proxy statement/prospectus will be
available for free, both on the SEC web site (http://www.sec.gov) and from
BB&T and MidAmerica Bancorp as follows:
Alan W. Greer, Shareholder Reporting, BB&T Corporation, P.O. Box 1290,
Winston-Salem, NC, 27102. Telephone: (336) 733-3021.
Steven A. Small, Executive Vice President and Chief Financial Officer,
MidAmerica Bancorp, 500 West Broadway, Louisville, KY, 40202. Telephone:
In addition to the proposed registration statement and proxy
statement/prospectus, BB&T and MidAmerica Bancorp file annual, quarterly and
special reports, proxy statements and other information with the SEC. You may
read and copy any reports, statements or other information filed by either
company at the SEC's public reference rooms at 450 Fifth Street, N.W.,
Washington, D.C., 20549 or at the SEC's other public reference rooms in New
York and Chicago.
Please call the SEC at 1-800-SEC-0330 for further information on the
public reference rooms. BB&T and MidAmerica Bancorp filings with the SEC are
also available to the public from commercial document-retrieval services and
on the SEC's web site at http://www.sec.gov .
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SOURCE BB&T Corporation