RESTON and MIDDLEBURG, Va., Jan.
25, 2017 /PRNewswire/ -- Access National Corporation
(NASDAQ: ANCX) ("Access" or the "Company") and Middleburg Financial
Corporation (NASDAQ: MBRG) ("Middleburg"), holding company for Access
National Bank and Middleburg Bank, respectively, are pleased to
announce the addition of David J.
Leudemann to the Middleburg Bank Executive Team, serving as
the Executive Vice President - Market Executive who will oversee
commercial banking for Middleburg Bank. Mr. Leudemann will
remain in a leadership role once the two organizations complete the
pending merger, slated for second quarter 2017.
Mr. Leudemann has a long and illustrious banking career spanning
over thirty years, most recently serving as the Dulles Corridor
Market President for BB&T. Management of both Access
National Bank and Middleburg Bank believe that Mr. Leudemann's
experience and leadership will create a stronger commercial-focused
conduit between the two successful organizations upon their
combination. In his new role at Middleburg Bank, Mr. Leudemann will
help the organization maximize the opportunities presented by the
pending merger with focus on bringing industry specific, locally
delivered expertise to Loudoun's
business community including government contract lending, asset
based lending, medical practice financing, SBA 504 and M&A
financing. As both a Loudoun
County market expert and resident, Mr. Leudemann views this
rare local leadership role as an opportunity to positively impact
the economy by investing in his own community. He currently serves
on the Board of Directors for the Dulles Regional Chamber of
Commerce and for Northern Virginia Family Service and is a member
of the Committee for Dulles. He
formerly served on the boards of several large nonprofits.
"The addition of Mr. Leudemann to the Middleburg team, coupled with investments in
sophisticated online banking technologies to more effectively serve
the government contracting sector and other commercial industries
signifies an organizational recalibration hinged on delivering
diversified capabilities," stated John C.
Lee, Chairman of the Board of Middleburg Financial
Corporation and who will serve as Chairman of the combined
organization upon completion of the merger. Mr. Lee is a highly
respected executive in the data center industry who founded Lee
Technologies, Inc., now Schneider Electric, which supports Fortune
1000 companies and government agencies, and he currently serves on
the Board of the Northern Virginia Technology Council.
"We feel very fortunate to have a banker of David's caliber join
our dynamic organization following completion of the pending merger
and contribute his commercial expertise," stated Michael W. Clarke, CEO of Access National
Corporation. "The hiring of David is an important next step to
realizing our merger objectives announced in October 2016 where we remain committed to
preserving the 92-year old Middleburg brand heritage and its loyal
client base, while being able to offer expanded commercial banking
capabilities along with true concierge private banking and wealth
services to the broader Loudoun
market," continued Mr. Clarke.
The merger of Access National Corporation and Middleburg
Financial Corporation, announced on October
24, 2016, represents the melding of two distinctive
organizations to create Virginia's
premier bank with enhanced scale, improved efficiency and a
well-diversified business model. The two companies have highly
complementary businesses and geographic footprints. The anticipated
mutual benefits of the merger for both organizations enables them
to double in size, while Access National Bank will be able to
further expand expertise in wealth management and private banking
services, and Middleburg Bank will have additional capabilities in
commercial lending and mortgage banking. Additionally, the two
organizations are seeking to further strengthen their combination
by hiring top talent to amplify the team of the combined
organization after the merger. Mr. Leudemann's appointment along
with the potential hiring of other experienced well-known bankers
reflects the organization's commitment to aligning skilled staff
with specific business lines.
About Access National Corporation.
Access National Corporation is the parent company of Access
National Bank, a nationally chartered bank reporting assets of
$1.4 billion based in Reston, Virginia. Access provides on-target
financial services to middle market companies and their leadership
in select industries around the National Capital Region. The focus
is on operating companies reporting $1-100
million in revenue. The Company recently reported its 66th
consecutive quarter of profitability over its history of 68
quarters or 17 years, and has declared consecutive quarterly
dividends since the first quarter of 2006. Most recently, Access
National was recognized for its consistent financial performance by
the American Banker ranking #12 across the nation and ranked the
highest among banking companies located in the Washington
Metropolitan Market and across Virginia.
About Middleburg Financial Corporation.
Middleburg Financial Corporation is headquartered in
Middleburg, Virginia and has two
wholly owned subsidiaries, Middleburg Bank and Middleburg
Investment Group, Inc. Middleburg Bank serves communities in
Virginia with financial centers in
Ashburn, Gainesville, Leesburg, Marshall, Middleburg, Purcellville, Reston, Richmond, Warrenton and Williamsburg. Middleburg Investment Group owns
Middleburg Trust Company, which is headquartered in Richmond, Virginia with offices in
Middleburg, Alexandria and Williamsburg.
About the Proposed Transaction and Where to Find It
As previously disclosed, Access and Middleburg have entered into an Agreement and
Plan of Reorganization (the "Merger Agreement") pursuant to which
Middleburg will merge with and
into Access (the "Merger"). Access will be the surviving
corporation in the Merger.
Investors are urged to review carefully and consider all public
filings by Access and Middleburg
with the Securities and Exchange Commission (the "SEC"), including
but not limited to their Annual Reports on Form 10-K, their proxy
statements, their Quarterly Reports on Form 10-Q, and their Current
Reports on Form 8-K. The documents filed with the SEC may be
obtained free of charge at the SEC's website at www.sec.gov.
The documents filed by Access with the SEC may also be obtained
free of charge at Access's website
at www.accessnationalbank.com or by requesting them in
writing to Access National Corporation, 1800 Robert Fulton Drive,
Suite 300, Reston, Virginia 20191,
Attention: Investor Relations. The documents filed by Middleburg with the SEC may also be obtained
free of charge at Middleburg's
website at www.middleburgbank.com or by requesting them
in writing to Middleburg Financial Corporation, 111 West Washington
Street, Middleburg, Virginia
20117, Attention: Investor Relations.
In connection with the Merger, Access has filed a registration
statement on Form S-4 with the SEC which includes a preliminary
joint proxy statement of Access and Middleburg and a preliminary prospectus of
Access. A definitive joint proxy statement/prospectus will be sent
to the shareholders of each company seeking the required
shareholder approvals. Before making any voting or
investment decision, investors and security holders of Access and
Middleburg are urged to read
carefully the entire definitive registration statement and
definitive joint proxy statement/prospectus when they become
available, including any amendments thereto, because they will
contain important information about the proposed
transaction. Information in this release is not a
substitute for the registration statement or the joint proxy
statement/prospectus. Free copies of these documents may be
obtained as described above.
Access, Middleburg and certain
of their directors and executive officers may be deemed
participants in the solicitation of proxies from Access and
Middleburg shareholders in
connection with the proposed transaction. Information about the
directors and officers of Access and their ownership of Access
common stock is set forth in the definitive proxy statement for
Access's 2016 annual meeting of shareholders, as previously filed
with the SEC on April 18, 2016.
Information about the directors and officers of Middleburg and their ownership of Middleburg common stock is set forth in the
definitive proxy statement for Middleburg's 2016 annual meeting of
shareholders, as previously filed with the SEC on April 12, 2016. Investors may obtain additional
information regarding the interests of such participants by reading
the definitive registration statement and the definitive joint
proxy statement/prospectus when they become available. Free copies
of these documents may be obtained as described above.
Forward-Looking Statements.
The information presented herein contains "forward-looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995 regarding Access's and Middleburg's expectations or predictions of
future financial or business performance or conditions.
Forward-looking statements may be identified by words such as
"may," "could," "will," "expect," "believe," "anticipate,"
"forecast," "intend," "plan," "prospects," "estimate," "potential,"
or by variations of such words or by similar expressions. These
forward-looking statements are subject to numerous assumptions,
risks and uncertainties which change over time. Forward-looking
statements in this communication may include, but are not limited
to, statements about project impacts of and financial results
generated by the Merger. Forward-looking statements speak only as
of the date they are made and Access and Middleburg assume no duty to update
forward-looking statements.
In addition to factors previously disclosed in Access's and
Middleburg's reports filed with
the Securities and Exchange Commission and those identified
elsewhere in this communication, the following factors, among
others, could cause actual results to differ materially from the
results expressed in or implied by forward-looking statements and
historical performance: ability to obtain regulatory approvals and
meet other closing conditions to the Merger; delays in closing the
Merger; changes in asset quality and credit risk; changes in
interest rates and capital markets; the introduction, timing and
success of business initiatives; competitive conditions; and the
inability to recognize cost savings or revenues or to implement
integration plans associated with the Merger.
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SOURCE Middleburg Financial Corporation
