Fulton Financial Closes $306M Columbia Bank Buy

LANCASTER, PA-Fulton Financial Corp. completed its acquisition of Columbia, MD-based Columbia Bancorp and its sole subsidiary, the Columbia Bank. Based on a $17.95-per-share price of Fulton Financial stock, which trades under FULT on the Nasdaq, the transaction is valued at approximately $306 million. The actual number of shares of Columbia stock outstanding at the time of the close will determine the exact value.

The acquisition adds 20 full-service and five retirement community branches, all in Maryland, to take Fulton's total number of locations to 254 in Pennsylvania, Maryland, Delaware, New Jersey and Virginia. It also adds approximately $1.3 billion in assets, taking Fulton's total to $13.7 billion.

Under the terms of the agreement, Columbia's outstanding stock will be exchanged for Fulton common stock, cash, or a combination of the two. Each Columbia shareholder had the option to elect to receive $42.48 in cash for each share of Columbia stock, 2.325 shares of Fulton stock for each share of Columbia's, or a combination, providing that, at a minimum, 20%, and, at a maximum, 50% of Columbia's outstanding shares were converted into the cash consideration.

According to Fulton's SEC filing, preliminary analysis of the agreement's cash election structure indicates that cash elections exceeded the 50%-maximum. As a result, it is expected that those who made a cash or combination election will receive 96.7% of the cash consideration they elected and 3.3% of the elected cash consideration in Fulton stock.

As with previous acquisitions by locally based Fulton, Columbia will operate as a separate subsidiary, and retain the Columbia Bank identity. This represents Fulton's 15th such acquisition. In January 2005, it purchased the 11-branch Somerville, NJ-based Somerset Valley Bank for $89 million, and the 16-branch Windsor, NJ-based First Washington State Bank for $148 million.