NEW YORK--(BUSINESS WIRE)--Driver Management Company LLC (together with Driver Opportunity Partners I LP, “Driver” or “us” or “we”) today issued an open letter to shareholders of Community Bankers Trust Corporation (NASDAQ: ESXB), which is the holding company for Virginia-based Essex Bank.
Below is the full text of the letter.
Dear Fellow Shareholders,
In recent months, Driver has sought to initiate a productive dialogue with the Board of Directors (the “Board”) and management of Community Bankers Trust Corporation (“ESXB” or the “Company”) about the best approach for enhancing shareholder value. Like many of you, we are concerned about the Company’s standalone prospects and dismayed that the actions of Rex Smith, Chief Executive Officer, may have deterred numerous potential suitors. It appears to us that Mr. Smith has maintained unrealistic sale price expectations and has conditioned potential transactions on remaining a fixture in the upmost levels of senior management at any combined company. We expressed these concerns to Senator John C. Watkins, Chairman of the Board, but have only received perfunctory and formulaic responses. In light of this, we feel compelled to make you aware that we believe the Board has fallen into the trap of remaining overly-deferential to a CEO whose interests appear to conflict with those of shareholders.
As we have outlined in great detail to the Company’s leadership, ESXB faces significant challenges – compounded by today’s extremely competitive environment – when it comes to lowering deposit costs, prudently growing loans, continuing to rationalize costs, and sustaining long-run profitability. This leads us to seriously question the Company’s ability to consistently deliver shareholder value on a standalone basis. Conversely, we do believe that ESXB could obtain a significant premium to its current market value now through a sale to one of the many logical acquirers in the marketplace. We further contend that a value-maximizing sale can be reached expeditiously if Mr. Smith is not an impediment and the Board is able to explore all alternatives without being colored and influenced by a conflicted gatekeeper.
We are calling on the Board to immediately hire experienced investment bankers to initiate and run a sale process. To this end, we hope that those of you who share our concerns and views will join in this call for a sale by contacting the Board through John M. Oakley III, the Company’s Corporate Secretary.
In closing, Driver intends to continue engaging with the Board about the importance of objectively assessing a sale and putting the best interests of shareholders first.
J. Abbott R. Cooper
Driver Management Company LLC
About Driver Management Company
Driver employs a valued-oriented, event-driven investment strategy that focuses exclusively on equities in the U.S. banking sector. The firm’s leadership has decades of experience advising and engaging with bank management teams and boards of directors on strategies for enhancing shareholder value. For information, visit www.drivermanagementcompany.com.