First Busey Corporation and The Banc Ed Corp. jointly announced the signing of a definitive agreement pursuant to which Busey will combine Banc Ed through a merger transaction. The partnership will enhance Busey's existing deposit, commercial banking and wealth management presence in the greater St. Louis MO-IL Metropolitan Statistical Area. Through this transaction, Busey's deposit share ranking improves from #18 to #7 in this MSA. St. Louis is the largest MSA in Missouri and the 27th largest MSA in North America. The STL MSA includes St. Louis County, the independent City of St. Louis, the Missouri counties of St. Charles, Jefferson, Franklin, Lincoln and Warren, and the Illinois counties of Madison, St. Clair, Clinton, Monroe and Jersey.Under the terms of the merger agreement, Banc Ed stockholders will have the right to receive 8.2067 shares of common stock of First Busey and $111.53 in cash for each share of common stock of Banc Ed, with total consideration to consist of approximately 70% stock and 30% cash. Based upon Busey's closing share price of $31.89 on August 21, 2018, the implied per share purchase price is $373.24 with an aggregate transaction value of approximately $304.9M/ The transaction is expected to close in Q4 2018 or early Q1 2019, subject to customary closing conditions and required approvals.It is anticipated that TheBANK will be merged with and into Busey's bank subsidiary, Busey Bank, at a date following the completion of the holding company merger. At the time of the bank merger, TheBANK banking centers will become branches of Busey Bank. The combined pro forma franchise would serve customers through 82 full-service locations, including 62 branches across Illinois, as well as 14 in Missouri, five in Florida and one in Indiana and will have combined assets of $9.6B, $6.4B in gross loans, $7.7B in deposits and over $8.6B in assets under management. Barack Ferrazzano Kirschbaum & Nagelberg LLP served as legal counsel and FIG Partners served as financial advisor to Busey. Howard & Howard served as legal counsel and Sandler O'Neill + Partners, L.P. served as financial advisor to Banc Ed.
