WHEELING, W.Va., and
ELLWOOD CITY, Pa., Jan. 22, 2015 /PRNewswire/ -- On
January 22, 2015, shareholders of
WesBanco, Inc. ("WesBanco") (NASDAQ Global Select Market: WSBC)
approved the issuance of shares of WesBanco common stock in
connection with the previously announced Agreement and Plan of
Merger pursuant to which ESB Financial Corporation ("ESB") (NASDAQ
Global Select Market: ESBF) will merge with and into
WesBanco. In a separate vote, shareholders of ESB adopted the
Agreement and Plan of Merger thereby approving the merger.
The merger is expected to be completed after receipt of all
required regulatory approvals which is anticipated to be in the
first quarter of 2015.
Todd F. Clossin, President and
Chief Executive Officer of WesBanco, stated, "With the acquisition
of ESB, WesBanco will become a top 10 player in the Pittsburgh market. We believe we can provide
customers of ESB with a broader array of banking services,
including expanded commercial and mortgage lending capabilities as
well as trust and wealth management services. We are also
excited about working with the experienced and successful employees
of ESB."
"We look forward to joining the WesBanco team," said
Charlotte A. Zuschlag, President and
Chief Executive Officer of ESB and ESB Bank. "With this merger, we
will build on our community banking heritage while providing
enhanced strength, size and stability for our customers and the
communities we serve."
Under the terms of the Agreement and Plan of Merger, each share
of common stock of ESB outstanding immediately prior to the
effective time of the merger will be converted into the right to
receive 0.502 of a share of common stock of WesBanco and
$1.76 in cash.
WesBanco is a multi-state bank holding company with total assets
of approximately $6.3 billion,
operating through 120 branch locations and 107 ATMs in West Virginia, Ohio, and Pennsylvania. WesBanco's
banking subsidiary is WesBanco Bank, Inc., headquartered in
Wheeling, West Virginia.
WesBanco also operates an insurance brokerage company, WesBanco
Insurance Services, Inc., and a full service broker/dealer,
WesBanco Securities, Inc.
ESB is a Pennsylvania thrift
holding company, headquartered in Ellwood
City, Lawrence County, with
approximately $1.9 billion in
assets. When the transaction is consummated, the combination
of the two banking companies will create a bank with approximately
$8.3 billion in total assets
providing banking services through 143 branch locations and 130
ATM's in three states.
Forward-looking Statements:
This press release contains certain forward-looking statements,
including certain plans, expectations, goals, and projections, and
including statements about the benefits of the merger between
WesBanco and ESB, which are subject to numerous assumptions, risks,
and uncertainties. Actual results could differ materially from
those contained or implied by such statements for a variety of
factors including: the businesses of WesBanco and ESB may not be
integrated successfully or such integration may take longer to
accomplish than expected; the expected cost savings and any revenue
synergies from the merger may not be fully realized within the
expected timeframes; disruption from the merger may make it more
difficult to maintain relationships with clients, associates, or
suppliers; the required governmental approvals of the merger may
not be obtained on the proposed terms and schedule; changes in
economic conditions; movements in interest rates; competitive
pressures on product pricing and services; success and timing of
other business strategies; the nature, extent, and timing of
governmental actions and reforms; and extended disruption of vital
infrastructure; and other factors described in WesBanco's 2013
Annual Report on Form 10-K, ESB's 2013 Annual Report on Form 10-K,
and documents subsequently filed by WesBanco and ESB with the
Securities and Exchange Commission, including both companies' Form
10-Qs as of March 31, June 30, and September 30,
2014. All forward-looking statements included in this news
release are based on information available at the time of the
release. Neither WesBanco nor ESB assumes any obligation to update
any forward-looking statement.
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/wesbanco-and-esb-financial-announce-shareholders-approve-merger-agreement-300024638.html
SOURCE WesBanco, Inc.