M&A: PREMIER FINANCIAL CORP

Form Type: 425

Filing Date: 2025-01-06

Corporate Action: Merger

Type: Update

Accession Number: 000095017025002231

Comments: WesBanco, Inc. filed a Form 8-K reporting on January 6, 2025, regarding the pending merger with Premier Financial Corp. The report details that WesBanco's financial results for the fourth quarter of 2024 will be announced after market close on January 22, 2025, followed by a conference call on January 23, 2025, to discuss the results. The company has filed a Registration Statement on Form S-4 with the SEC, which includes a joint proxy statement and prospectus pertaining to the merger. This Registration Statement was declared effective on October 28, 2024, subsequent to which both companies mailed documents to their shareholders, who approved the merger during special meetings held on December 11, 2024. Shareholders are encouraged to review the relevant documents pertaining to the merger and to participate in the upcoming conference call for insights on financial performance.

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Form Type: 8-K

Filing Date: 2024-12-13

Corporate Action: Merger

Type: New

Accession Number: 000095017024136179

Comments: On December 11, 2024, Premier Financial Corp. held a Special Meeting of Shareholders where they voted on key proposals related to a merger with Wesbanco, Inc. A total of 35,841,244 shares were entitled to vote, with 25,089,024 shares present, representing 70% of the outstanding shares. The shareholders overwhelmingly approved the merger with 24,585,555 votes for and only 334,189 against. Additionally, they approved executive compensation related to the merger and the possibility of adjourning the meeting if needed. A joint press release on December 11 confirmed receipt of the necessary approvals for the merger.

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