Probably that is how the deal was written. What could happen is that, because of other BB&T mergers between the time the deal was written and when voted by the stockholders, BB&T stock could go down substantially and when it is time to "pay up", Main Street stockholders would receive the correct number of shares but at a lower per share price. This has happened in past BBT mergers. In early 2003 they bought Equitable Bank in Maryland followed shortly by the First Virginia Bank merger. At that point BBT stock price declined and when the Equitable deal voted, the stockholders received fewer dollars (although the correct number of shares) than they thought they would receive. I guess the "fairness" of the deal with Main Street Bank will be determined when the merger is actually finalized.