Fox Team Facilitates $2.8 Billion Merger of Respected, Virginia-Based Community Banks

Fox Rothschild LLP represented First Community Bankshares, Inc., in its agreement and plan of merger with Highlands Bankshares, Inc. — a deal that, when finalized, will create an institution with expected total consolidated assets of more than $2.8 billion.

David E. Hodge

Fox assisted Bluefield, Virginia-based First Community with diligence activities and assisted co-counsel with the preparation of the merger agreement and ancillary documents.

Counsel David Hodge led the Greenville, South Carolina-based Fox team with Frank Williams and Hall Provence. The team handled diligence, board governance and tax issues and assisted with the preparation of the merger agreement and ancillary documents.

“We were pleased to assist the leadership of First Community Bankshares in negotiating and structuring this merger of two highly respected Virginia-based financial institutions with a shared commitment to customer service, community involvement and shareholder value,” Hodge said.

The combination brings together two traditional southwestern Virginia community banks that serve the Highlands region in Virginia, North Carolina and Tennessee.

First Community Bankshares, Inc. (NASDAQ:FCBC), is a financial holding company that provides banking products and services through its wholly owned subsidiary First Community Bank, which operates in Tennessee under the trade name People's Community Bank. As of June 30, 2019 it operated 44 branches in Virginia, West Virginia, North Carolina and Tennessee and reported consolidated assets of $2.21 billion.

Abingdon, Virginia-based Highlands Bankshares, Inc. (OTCQX:HLND), is parent company of Highlands Union Bank, with 15 offices located in North Carolina, Eastern Tennessee, and Southwest Virginia.

The transaction, which received unanimous approval by both First Community's and Highlands' boards of directors, is subject to customary closing conditions, including the approval of Highlands' shareholders and the receipt of all required regulatory approvals.

The transaction is expected to be consummated in the fourth quarter of 2019.

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