Access National to Buy Middleburg Financial in Virginia

Access National in Reston, Va., has agreed to buy Middleburg Financial in Virginia.

The $1.4 billion-asset Access said in a press release Monday that it will pay $233.1 million, or $32.51 a share, in stock for the $1.3 billion-asset Middleburg. The deal is expected to close in the second quarter.

The transaction is expected to be immediately accretive to Access' earnings per share. Access said it expects to cut 14% of both companies' expenses by 2018. The company also said it should incur about $13.9 million in merger-related charges. It should take about a quarter to earn back the deal's 0.5% dilution to Access' tangible book value.

"This merger enables the combined company to benefit from the financial strength and efficiencies of scale while preserving the independence and local ownership valued by the most coveted clientele," Michael Clarke, Access' chief executive, said in the release. "This merger is consistent with [our] strategic objectives of expanding and diversifying its core funding base, strengthening the magnitude, diversity and reliability of value-added fee income, and achieving a scale that mitigates increased regulatory and compliance complexities."

Middleburg had faced pressure in recent months from David Sokol, its biggest investor, to sell itself. Sokol this spring withheld support for the company's board nominees, including CEO Gary Shook. The directors were still reelected due to plurality voting and a lack of alternative candidates.

John Lee IV, Middleburg's chairman, will have the same role at Access, while Shook will run Middleburg Investment Group.

FBR Capital Markets and Troutman Sanders advised Access. Sandler O'Neill and Williams Mullen advised Middleburg. Donnelly Penman & Partners and Barnes & Thornburg advised Sokol.