Spirit of Texas Bancshares to Acquire First Beeville Financial Corp.

11/27/18

CONROE, Texas , Nov. 27, 2018 (GLOBE NEWSWIRE) -- Spirit of Texas Bancshares, Inc. (NASDAQ: STXB), the holding company for Spirit of Texas Bank, SSB, today announced that it is expanding its footprint into the Beeville, San Antonio and Corpus Christi markets with its acquisition of First Beeville Financial Corporation and its bank subsidiary, The First National Bank of Beeville (together, “Beeville”). On November 27, 2018, Spirit entered into a definitive agreement to acquire Beeville, in a cash and stock transaction for total consideration value of approximately $63.7 million based on Spirit’s closing price of $19.81 per share on November 26, 2018.

The transaction is Spirit’s ninth acquisition since 2008 and will be the second acquisition since the Company’s May 2018 initial public offering. Once completed, the acquisition would increase Spirit’s assets to approximately $1.9 billion, with over $1.4 billion in total loans. As of September 30, 2018, Beeville, on a consolidated basis, reported total assets of $412 million, total deposits of $374 million, and total equity capital of $35.8 million. As a result of the transaction, Spirit will add three full-service branches and three loan production offices (LPOs). With the addition of the San Antonio-New Braunfels market, Spirit will have a presence in the three largest Texas MSAs.

Dean O. Bass, Spirit’s Chairman and Chief Executive Officer, stated, “We’ve been looking for effective ways to expand our footprint into South Texas and this acquisition is a perfect fit for our culture and our future business plans in this region. The transaction, which is expected to be immediately accretive to earnings, provides a great opportunity to leverage the strengths of our combined organizations and make available to the Beeville customer base and markets a wider array of financial solutions. We look forward to welcoming Beeville’s bankers, customers, shareholders, and employees as we continue to develop our presence throughout the South Texas region in the years ahead.”

Brian Schneider, Chairman and President of Beeville, who will be joining Spirit’s management team, added, “The Beeville family—our shareholders, Board of Directors and employees—are excited about becoming a part of a larger community bank and its wide range of products and services that will be available to Beeville customers. We strongly believe that our common cultures and deep commitment to customer service will enable us to continue our 128-year history of embracing technological advances, while adhering to our longstanding values.”

Under the terms of the transaction, Spirit will issue 1,579,268 shares of its common stock and pay $32.4 million in cash, subject to certain adjustments, to the shareholders of First Beeville Financial Corporation. The board of directors of each company has unanimously approved the transaction, and the directors of Beeville have entered into agreements with Spirit pursuant to which they have agreed to vote their shares of Beeville common stock in favor of the transaction. The transaction is expected to close in the second quarter of 2019, subject to the satisfaction of customary closing conditions, including regulatory approvals and the approval of Beeville’s shareholders.

Upon completion of the transaction, Brian Schneider, Chairman and President of Beeville, and Kent Fry, Executive Vice President and Chief Lending Officer of The First National Bank of Beeville, will join Spirit of Texas Bank management. Additionally, upon completion of the transaction, Allen C. Jones IV will be appointed to the Spirit Board of Directors, and Brannon Brooke and George G. Latcham will be appointed to the Spirit of Texas Bank Board of Directors.

Stephens served as exclusive financial advisor for, and rendered a fairness opinion to Spirit, and Hunton Andrews Kurth LLP served as legal counsel to Spirit. Sheshunoff & Co. served as exclusive financial advisor for, and rendered a fairness opinion to Beeville, and Fenimore, Kay, Harrison & Ford, LLP served as legal counsel to Beeville.

About The First National Bank of Beeville

Founded in 1890, The First National Bank of Beeville, a subsidiary of First Beeville Financial Corporation, offers personal and commercial banking services. More information is available at https://www.fnbsotx.com.

About Spirit of Texas Bancshares, Inc.

Spirit of Texas Bancshares, Inc., through its wholly owned subsidiary, Spirit of Texas Bank, SSB, provides a wide range of relationship-driven commercial banking products and services tailored to meet the needs of businesses, professionals and individuals. Spirit operates in the Houston, Dallas/Fort Worth, North Central Texas and Bryan/College Station markets.

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