Proposed Business Combination

12 Months Ended

Dec. 31, 2016

Proposed Business Combination

Note 2.    Proposed Business Combination

On November 2, 2016, the Company signed a definitive merger agreement with Virginia BanCorp a bank holding company conducting substantially all of its operations through its subsidiary Virginia Commonwealth Bank. Upon completion of the merger, the Company will be the surviving corporation and shareholders of Virginia BanCorp will receive 1.178 shares of the Company’s common stock for each share of Virginia BanCorp common stock they own. After the merger is completed, the Company’s current shareholders will own approximately 51% of the outstanding stock of the Company and Virginia BanCorp’s current shareholders will own approximately 49% of the outstanding stock of the Company. After the merger, banking operations will be consolidated and the Bank will operate as Virginia Commonwealth Bank. The merger is expected to be completed early in the second quarter of 2017, subject to approval of both companies’ shareholders, regulatory approvals, and other customary closing conditions. Regulatory approvals were received in February 2017 and the shareholders approved the merger in March 2017.