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Simmons First National, Spirit of Texas Bancshares to Merge

November 22, 2021, 07:17 AM
Filed Under: Mergers & Acquisitions

Simmons First National Corporation and Spirit of Texas Bancshares, Inc. announced the execution of a definitive merger agreement pursuant to which Simmons will acquire Spirit, and its wholly owned subsidiary, Spirit of Texas Bank SSB, in a transaction consisting of a mixture of cash and Simmons’ common stock with an aggregate value of approximately $581 million.

Spirit is a Texas-based bank holding company that operates 37 locations primarily in the Texas Triangle – the fastest growing megaregion in the U.S. consisting of the Dallas-Fort Worth, Houston, San Antonio and Austin metropolitan areas – with additional locations in the Bryan-College Station, Corpus Christi and Tyler metropolitan areas, along with offices in North Central and South Texas. As of September 30, 2021, Spirit had total assets of $3.2 billion, total loans of $2.3 billion and total deposits of $2.7 billion.

“Spirit is a highly regarded, high performing bank with whom we share a common philosophy – providing outstanding customer service and developing deep and long-lasting relationships with the clients and communities that we serve and where we live,” said George Makris, Jr., Simmons’ Chairman and CEO. “Strengthening our Texas franchise has been a strategic priority and to partner with Spirit not only enhances our current footprint, but also establishes a platform for growth in Houston, Austin, San Antonio and College Station. These markets have been among the fastest growing in the nation in terms of population and economic activity and projections call for this trend to continue. We believe this merger places us in an advantageous position to capture future growth in the Lone Star State.”

Makris added, “In addition to cultural and geographic synergies, the financial metrics of this merger are consistent with our stated M&A parameters and strategy of partnering with high-quality banks within our current footprint that represent an efficient use of our capital and deliver on our commitment of building long-term value for our shareholders. We’re very pleased to welcome our newest partners to the Simmons organization, including Dean Bass, who will join our board shortly after closing as an independent director, and David M. McGuire, who will provide leadership as a key member of our executive team in Texas.”

Dean O. Bass, Chairman and CEO of Spirit, commented, “The foundation of Spirit was built upon offering products and services that meet our customers financial needs and delivering an exceptional customer experience that is supported by a diverse and experienced team who are positioned in some of the most attractive markets in the Heart of Texas. By joining forces with Simmons, we recognize the opportunity to align with a partner that shares our passion for providing high-quality customer service, the increased capacity to lend by leveraging a larger balance sheet and access to a broader array of products and services, including leading-edge digital capabilities. We believe the opportunity to join the Simmons team is very positive for our organization and will provide greater benefits to our customers and the communities we serve.”

The Proposed Transaction, which was approved by the boards of directors of Spirit and Simmons, is subject to approval by Spirit’s shareholders, regulatory approval and other customary closing conditions. Pending the satisfaction of these approvals and other conditions, Simmons expects to close the Proposed Transaction during the second quarter of 2022.

Keefe, Bruyette & Woods, A Stifel Company served as financial advisor to Simmons, and Covington & Burling LLP served as Simmons’ legal advisor. Stephens Inc. served as financial advisor to Spirit, and Hunton Andrews Kurth LLP served as Spirit’s legal advisor.

Read the full announcement here.

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