Old Line Bancshares Inc. has acquired WSB Holdings Inc., a Bowie, Md.-based residential mortgage, commercial and construction lender, for approximately $49 million, or $6.12 per share, in cash and stock, following a merger agreement that creates one of the largest banks serving the Maryland area.
The merger will combine $846 million in assets and 19 banking locations operated by Old Line Bancshares, with $374 million in assets and five banking locations operated by WSB Holdings, bringing the combined total to $1.2 billion.
The merger will be complete by the second quarter of 2013.
Since both banks serve the greater Washington, D.C., area and the southern Maryland, executives said they expect post-merger Old Line Bancshares will play a larger role in these areas, which are among the fastest growing market in the nation.
According to chairman of the board of directors of Old Line Bancshares, Craig E. Clark, the merger “will create the fifth-largest independent commercial bank based in Maryland.” The 24 full-service branches serving five counties add up to represent “the third-most banking locations” of the area’s local banks.
Phillip C. Bowman, CEO of WSB Holdings, sees this partnership as “a step toward beginning to fill” a void created over the last 10 years when some of Maryland's largest independent banks gradually vanished as they were “purchased one-by-one by out-of-state banks.”
This partnership follows the purchase of Maryland Bank & Trust nearly two years ago, a merger that according to president and CEO of Old Line Bancshares, James Cornelsen, almost doubled the bank’s assets and “significantly increased” earnings.
The executive team is using the experience from that integration and the greater resources as Old Line Bancshares partners with another local institution and expects to continue to expand, he said.
Under the terms of the merger agreement, “absent any adjustments,” executives said, the aggregate merger will have a stock/cash mix of 65% to 35%, with 2,917,571 shares of Old Line Bancshares common stock issued and $17 million paid in cash. WSB Holdings shareholders will be permitted to elect to receive Old Line Bancshares common stock or cash, or a combination of each, subject to proration procedures so that $17 million is paid in cash.
