Blue Ridge Bankshares, Inc. (NYSE American: BRBS), the parent holding company of Blue Ridge Bank, National Association, and Bay Banks of Virginia, Inc. (OTC: BAYK), the parent holding company of Virginia Commonwealth Bank, today jointly announced the signing of a definitive merger agreement pursuant to which the companies will combine in an all-stock merger to create a leading Virginia-based community bank with a pro forma total market capitalization approaching $200 million.

Under the terms of the merger agreement, which was unanimously approved by the Boards of Directors of both companies, Bay Banks shareholders will receive 0.50 shares of Blue Ridge common stock for each share of Bay Banks common stock they own. Upon completion of the merger, Bay Banks shareholders will own approximately 54% and Blue Ridge shareholders will own approximately 46% of the combined company.

The combined company and bank will operate under the Blue Ridge name and will trade under the ticker symbol "BRBS" on the NYSE American stock exchange. The holding company will be headquartered in Charlottesville, Virginia, and the subsidiary bank will be headquartered in Richmond, Virginia. As of June 30, 2020, the pro forma company would have approximately $2.4 billion in assets, $1.9 billion in loans and $2.2 billion in deposits, ranking it 4th in community bank deposit market share for institutions under $10 billion in assets in the Commonwealth of Virginia.

Brian K. Plum, CEO of Blue Ridge, will continue as CEO of the combined company. Randal R. Greene, CEO of Bay Banks, will become the COO of the combined company and CEO of Blue Ridge Bank. Judy C. Gavant, the current Chief Financial Officer of Bay Banks, will become the Chief Financial Officer of the combined company, and Amanda Story, the current Chief Financial Officer of Blue Ridge, will become Chief Accounting Officer. Jim McCarty, the current Chief Administrative Officer of Blue Ridge, will continue in that role for the combined company. The combined company board will be comprised of thirteen members, with seven from Blue Ridge and six from Bay Banks, including the current chairmen and CEOs of the companies.

"We are excited to partner with Blue Ridge," said Randy Greene, CEO of Bay Banks. "We have great respect for Brian, and the company Blue Ridge has built. Blue Ridge has achieved record revenue for the first half of 2020 driven by strong mortgage-related income. This is a great combination of two companies with rich Virginia histories dating back over 200 years combined," added Greene.

"This combination creates additional resources to invest in our communities and the technologies necessary to maintain and improve upon our core commitment to providing responsive, client-centric financial services," said Brian K. Plum, CEO of Blue Ridge. "Bay Banks' combination of longstanding dedicated service to its legacy communities with significant success in key Virginia MSA's will diversify the combined company's revenue and market demographics; positioning Blue Ridge as the community bank of choice in its markets. We remain zealously committed to building a top-performing financial services provider passionately dedicated to serving its communities and clients, and our partnership with Bay Banks reinforces our momentum to fulfill that commitment."

Financially Attractive Metrics for Shareholders:

• Significant Earnings and Tangible Book Accretion: The transaction is projected to deliver significant earnings accretion to both companies in 2021, assuming 75% cost savings are phased in, and will result in excess of 7% tangible book value accretion to the surviving currency for BRBS.
• Cost Synergies: The companies have identified $8.2 million dollars in expected net cost savings with 75% phased in by 2021 and 100% thereafter, representing approximately 10.5% of the projected 2021 combined non-interest expenses.
• Pro Forma Profitability: The combined company is expected to achieve strong core profitability metrics of 1.20% ROAA and 15% ROATCE in 2021, incorporating 75% of the fully phased-in cost savings.

The transaction, which is expected to close in the first quarter of 2021, is subject to customary closing conditions, including regulatory approvals, and approval from the shareholders of Blue Ridge and Bay Banks.

Blue Ridge was advised in the transaction by Raymond James & Associates, Inc. as financial advisor and Troutman Pepper Hamilton Sanders LLP as legal counsel. Bay Banks was advised in the transaction by Piper Sandler Companies as financial advisor and Williams Mullen as legal counsel. Strategic Risk Associates, LLC advised both parties on credit analysis and testing.

About Blue Ridge Bankshares, Inc.

Blue Ridge Bankshares, Inc. operates under the supervision and regulation of the Board of Governors of the Federal Reserve System and the Bureau of Financial Institutions of the Virginia State Corporation Commission, while Blue Ridge Bank, N.A. (the "Bank") operates under a national charter subject to the supervision and regulation of the Office of the Comptroller of the Currency. The Bank provides commercial banking services to customers located primarily in the Piedmont, Southside, and Shenandoah Valley regions of the Commonwealth of Virginia and also operates under the name Carolina State Bank in Greensboro, North Carolina. Mortgage lending services are provided in these regions as well with additional mortgage offices located in Northern Virginia, Maryland, North Carolina, and South Carolina.

About Bay Banks of Virginia, Inc.

Bay Banks of Virginia, Inc. is the bank holding company for Virginia Commonwealth Bank and VCB Financial Group, Inc. Founded in the 1930s, Virginia Commonwealth Bank is headquartered in Richmond, Virginia. With 18 banking offices, located throughout the greater Richmond region of Virginia, the Northern Neck region of Virginia, Middlesex County, and the Hampton Roads region of Virginia, the bank serves businesses, professionals, and consumers with a wide variety of financial services, including retail and commercial banking, and mortgage banking. VCB Financial Group provides management services for personal and corporate trusts, including estate planning, estate settlement and trust administration, and investment and wealth management services.