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Subsequent Events
12 Months Ended
Dec. 31, 2019
Subsequent Events [Abstract]  
Subsequent Events

Note 25. Subsequent Events

 

On January 7, 2021, the Company declared a quarterly cash dividend of $0.1425 per common share, paid on January 29, 2021 to shareholders of record as of the close of business on January 19, 2021.

 

On January 31, 2021, the Company completed its acquisition of Bay Banks of Virginia, Inc. (“Bay Banks”), and its subsidiary of Virginia Commonwealth Bank. At closing, Bay Banks merged with and into the Company, with the Company continuing as the surviving corporation, and Virginia Commonwealth was merged with and into the Bank, with the Bank continuing as the surviving bank. Bay Banks shareholders received 0.5000 shares of the Company’s common stock in exchange for each share of Bay Banks common stock held, plus cash in lieu of any fractional shares, resulting in the Company issuing 6,627,558 shares with an aggregate fair market value of $124.8 million based on the closing price of the Company’s common stock at January 29, 2021, the last trading day prior to the effective date of the merger, and paying $3.4 thousand in lieu of fractional shares. In addition, options to purchase 198,362 shares of Bay Banks common stock, whether vested or unvested, were converted to options to acquire 99,176 shares of the Company’s common stock at an estimated fair value of $472 thousand as of the merger date.

 

On March 17, 2021, the Company announced that its board of directors had approved and declared a three-for-two stock split effected in the form of a 50% stock dividend on its common stock outstanding payable on April 30, 2021 to shareholders of record as of April 20, 2021. Cash will be paid in lieu of fractional shares based on the closing price of common stock on the record date. The following table presents the effect of the three-for-two stock split on common shares outstanding as of the periods stated.

 

 

 

As of December 31,

 

(unaudited)

 

2020

 

 

2019

 

Common stock outstanding, post-split basis

 

 

8,577,932

 

 

 

8,487,878

 

Basic and diluted earnings per common share, post-split basis

 

$

2.07

 

 

$

0.74

 

Dividends per share on common stock, post-split basis

 

$

0.29

 

 

$

0.38

 

 

On March 17, 2021, the Company also announced a quarterly cash dividend of $0.15 per common share, payable on April 30, 2021 to shareholders of record as of April 20, 2021. The cash dividend will be paid on pre-split shares.