WSFS Financial and Bryn Mawr Bank signed a definitive merger agreement whereby Bryn Mawr Bank will merge with WSFS Financial in a transaction valued at approximately $976.4 million.
Simultaneously with the merger, The Bryn Mawr Trust Company, the wholly-owned subsidiary of Bryn Mawr Bank, will merge into WSFS Bank, a wholly-owned subsidiary of WSFS Financial.
“This combination aligns with our strategic plan,” Rodger Levenson, chairman, president and CEO of WSFS Financial, said. “Combining with Bryn Mawr allows us to accelerate our long-term strategic objectives, including scale to continue to invest in our delivery and talent transformations. This combination also creates the premier wealth management and trust business in the region and the sixth largest bank-affiliated wealth management and trust business nationwide under $100 billion in assets. Together, we are poised and positioned to continue to serve and outperform for all our constituents and to deliver sustainable high performance for years to come.”
“We strongly believe in the value creation by combining with WSFS and enhancing the strengths of our institutions,” Frank Leto, president and CEO of Bryn Mawr Bank, said. “This is a sound decision for Bryn Mawr, our stockholders, our clients and the communities we serve. We are combining with WSFS because it is an established institution with deep roots in the region and the utmost focus on doing the right thing for our clients.”
The combination is WSFS Financial’s ninth since 2010. WSFS Financial anticipates consolidating approximately 30% of the combined banking offices due to geographic overlap and optimization opportunities within its network.
WSFS Financial expects pre-tax merger and restructuring costs of approximately $127 million and to achieve annual cost synergies of approximately $73 million, once fully phased in by 2023. The merger is expected to be accretive to WSFS Financial’s earnings per share in 2022, excluding the one-time merger and restructuring costs noted earlier, and 13.4% accretive once all synergies are achieved in 2023, generating an internal rate of return (IRR) of approximately 18%.
After closing, Leto will join the boards of directors of WSFS Financial and WSFS Bank along with two mutually agreed upon current directors of Bryn Mawr Bank’s board.
The merger agreement was approved by the boards of directors of both companies. Closing of the transaction is subject to customary approvals by regulators and stockholders of both companies. Pending those approvals, the transaction is expected to close early in Q4/21.
Piper Sandler acted as financial advisor and Covington & Burling acted as legal counsel to WSFS Financial. Keefe, Bruyette & Woods acted as financial advisor and Squire Patton Boggs acted as legal counsel to Bryn Mawr Bank.
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