UPDATE: Green Bancorp Announces Will Purchase SP Bancorp at $29.55/Share

Green Bancorp, Inc., the parent holding company of Green Bank, N.A., has entered into a definitive agreement and plan of merger to acquire SP Bancorp, Inc. SPBC, the parent holding company of SharePlus Bank, for $46.2 million in cash, or $29.55 per share, subject to potential adjustment as set forth in the merger agreement. The transaction has been unanimously approved by the boards of directors of both companies. Subject to satisfaction of certain conditions, including receipt of SP Bancorp shareholder approval and customary regulatory approvals, the sale is expected to close in the third quarter of 2014. On December 31, 2013, Green Bank had $1.7 billion in total assets and $1.45 billion in total deposits. On the same date, SharePlus Bank had $304 million in total assets and $261 million in total deposits. The combined banking operation will have 16 locations operating as Green Bank. The merger will bring together Green Bank's offices in Dallas (4), Houston (7) and Austin (1) with SharePlus Bank's Dallas-area branches (3) and Louisville, KY location (1). The expansion complements Green Bank's ongoing Dallas-area growth. In 2010 the bank entered the market with a Preston Center branch acquisition and a commercial lending office. During the next three years, new branches were opened in Uptown and Addison and Opportunity Bank in Richardson was acquired. "We pride ourselves on our strong community banking presence; the addition of SharePlus Bank strengthens our relationship and capabilities with our Dallas-based customers," said Geoff Greenwade, president and CEO of Houston-based Green Bank. "We welcome the SharePlus employees and the customers they serve to Green Bank and look forward to serving them with greater resources." Headquartered in Plano, SharePlus was founded as a credit union in 1958 and became a publicly traded entity in 2010. In December 2013, SharePlus Bank converted its federal thrift charter to a state chartered bank and is known for outstanding consumer banking customer service, mortgage lending and commercial lending. "This transaction with Green Bank provides an outstanding return in cash for our shareholders," said Jeff Weaver, president and CEO of SharePlus Bank. "Our customers and employees will benefit from a growing organization that will expand on our tradition of delivering outstanding service. We look forward to the future opportunities that the combined organization will provide." Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel to Green Bancorp, Inc. Wachtell, Lipton, Rosen & Katz and Haynes and Boone, LLP are serving as legal counsel and Commerce Street Capital, LLC served as financial advisor to SP Bancorp. Mercer Capital rendered a fairness opinion to SP Bancorp in connection with the proposed transaction.