Regional banking powerhouse BB&T Corp. (BBT) said Wednesday it would acquire Susquehanna Banchshares Inc. (SUSQ) in a $2.5 billion cash and stock deal that would expand the buyer's Mid-Atlantic footprint and boost its position in Maryland.
Lititz, Pa.-based Susquehanna has $18.6 billion in assets and $13.6 billion in deposits, operating 245 branches in Pennsylvania, Maryland, New Jersey and West Virginia. BB&T, which is headquartered in Winston-Salem, N.C., has 1,842 branches in 12 states and Washington, D.C., and $187 billion in assets.
Terms of the deal call for Susquehanna holders to receive 0.253 shares of BB&T stock and $4.05 in cash for total consideration of $13.75 per share, a premium of 39% to the target's $9.90 Tuesday close.
BB&T fared better than most banks during the economic downturn, and has been an opportunistic acquirer in recent years. The company in September said it would buy Bank of Kentucky Financial Corp. for $363 million, and in 2013 said it would pay $36 million to Citigroup Inc. (C) for 21 Texas bank branches.
BB&T chief executive Kelly S. King in a statement said that the Susquehanna buy continues his push to expand in attractive markets, saying that post-deal BB&T would rank as Maryland's fifth largest bank.
"Similar to our recently announced market expansion acquisitions in the Dallas, Houston and Cincinnati markets, Susquehanna expands our franchise into a contiguous, attractive region that presents an exciting opportunity for us," King said. "The diversity of our markets is a key element of our long-term success."
BB&T said that post-deal it would establish three new regional franchises covering Pennsylvania and New Jersey and incorporate its existing Baltimore-area assets with Susquehanna's operations. All four of the regions will be run by legacy Susquehanna executives. Two Susquehanna directors, including current chairman and CEO William J. Reuter, will join BB&T's board upon closing.
The buyer said it expects pre-tax merger and integration costs of about $250 million. It hopes to generate about $160 million in annual cost savings, which would equate to about 32% of Susquehanna's non-interest expense.
Deutsche Bank Securities Inc. and Wachtell, Lipton, Rosen & Katz advised BB&T on the deal. Susquehanna received financial advice from Keefe, Bruyette & Woods Inc. and legal counsel from Sullivan & Cromwell LLP.