US Regulators OK FNB Purchase of Metro Bancorp

PITTSBURGH – The Office of the Controller of the Currency and the Federal Reserve Bank of Cleveland have signed off on First National Bank of Pennsylvania’s bid to acquire Metro Bank, F.N.B. Corp. announced Monday.

F.N.B. Corp. is the holding company of First National Bank.

F.N.B. and Metro Bancorp. Inc., based in Harrisburg, announced Aug. 4 they had signed a definitive merger agreement under which F.N.B. would pay $474 million in an all-stock purchase for Metro shares.

F.N.B. would exchange 2.373 common shares for each share of Metro common stock, or $32.72 per Metro share, based on the closing prices Aug. 4.

Shareholders of both companies will meet separately Jan. 4 to vote on whether to ratify the agreement their boards of directors reached.

While federal regulators have approved the transaction – the Cleveland Fed granted F.N.B. an exemption from its merger application requirement affecting the parent companies – the Pennsylvania Department of Banking and Securities is yet to act.

Regardless, subject to “customary conditions to closing,” F.N.B. and Metro expect to close on their agreement on or about Feb. 12, F.N.B. said.

Pro forma, once Metro is integrated into First National Bank, F.N.B. would have $19.6 billion in assets and another 32 offices, taking the number of First National Bank offices above 300 across Maryland, Pennsylvania, West Virginia and Ohio.

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