OmniAmerican to Merge Into Southside Bank, OmniAmerican Shareholders to Receive 0.4459 Southside Shares, $13.125 Cash/Share
Southside Bancshares, Inc. (Nasdaq: SBSI), parent company of Tyler, Texas-based Southside Bank, and OmniAmerican Bancorp, Inc. (Nasdaq: OABC), the holding company for Fort Worth, Texas-based OmniAmerican Bank, announced today that they have signed a definitive agreement under which OmniAmerican will merge into Southside. The combined company will have nearly $5 billion in assets and will be the ninth-largest bank headquartered in Texas, by deposits.
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Under the terms of the agreement, OmniAmerican shareholders will receive 0.4459 shares of Southside common stock plus $13.125 in cash for each outstanding share of OmniAmerican common stock. Based on Southside's closing stock price of $30.46 on April 28, 2014, the per share value of consideration to OmniAmerican shareholders would be $26.71. The transaction is currently valued at approximately $307 million in aggregate.
"This merger of two strong institutions is a superb strategic fit, creating a well-capitalized, community-oriented bank with a major presence in East Texas, Central Texas, and now Fort Worth," said Sam Dawson, President and CEO of Southside Bank and SBSI. "We see tremendous growth potential in Fort Worth, as well as powerful synergies from teaming up with one another. We are excited to partner with OmniAmerican Bank, which shares with us a proud tradition of outstanding customer service and an unsurpassed community commitment."
The merger has been unanimously approved by the boards of directors of both companies and is expected to close during the fourth quarter of 2014, after receipt of regulatory approvals, the approval of the shareholders of OmniAmerican Bancorp, Inc. and Southside Bancshares, Inc., and the satisfaction of other customary closing conditions. The combined entity will operate under the names Southside Bancshares, Inc. and Southside Bank.
All of OmniAmerican's executive management team will remain in place after the merger, assuring the continuity of local decision making. OmniAmerican executives will assume the following titles: Tim Carter – President, North Texas Region; Deborah Wilkinson – Executive Vice President, Finance; Anne Holland – Executive Vice President, Senior Lending Officer North Texas; and T.L. Arnold – Executive Vice President, Senior Credit Officer North Texas.
"Both banks have well-aligned community banking philosophies, clean balance sheets, strong boards and seasoned management teams," said Tim Carter, President and CEO of OmniAmerican Bank, who will become President of the North Texas Region for Southside upon completion of the merger. "Bringing together our branch network and Fort Worth presence with Southside Bank's 50 facilities in Texas gives us a dynamic foundation to serve our commercial, mortgage and consumer customers with even greater convenience, expanded product and service offerings, and additional lending capacity. This merger is a great outcome for our company's shareholders and positions us well for sustainable success over the long term."
The transaction is expected to be accretive to earnings per share in the first full year after closing. The pro forma company is expected to be well-capitalized following the transaction.
Southside Bancshares, Inc. was advised in this transaction by Keefe, Bruyette & Woods, A Stifel Company, as financial advisor and Alston & Bird LLP as legal counsel. OmniAmerican Bancorp, Inc. was advised by Sandler O'Neill + Partners, L.P. as financial advisor and Haynes and Boone, LLP as legal counsel.
In addition to the information contained in this press release, on April 29, 2014, Southside and OmniAmerican will publish a presentation to investors regarding the transaction on their websites at www.southside.com and www.OmniAmerican.com, respectively.
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