Dec 11 - Prosperity Bancshares Inc. (NYSE: PB), the parent company of Prosperity Bank, has signed a definitive merger agreement with Coppermark Bancshares Inc. and its wholly owned subsidiary Coppermark Bank headquartered in Oklahoma City, Okla., whereby Coppermark Bank will be merged with and into Prosperity Bank. This is the sixth transaction announced by Prosperity within the past 15 months.
Coppermark Bank operates 9 full-service banking offices; six in Oklahoma City and surrounding areas and three in the Dallas area. As of Sept. 30, 2012, Coppermark, on a consolidated basis, reported total assets of $1.3 billion, total loans of $874.2 million and total deposits of $1.2 billion.
Under the terms of the definitive agreement, Prosperity will issue as many as 3,258,845 shares of Prosperity common stock plus $60 million in cash for all outstanding shares of Coppermark Bancshares Inc. capital stock, subject to certain conditions and potential adjustments.
Russell E. Swarts, chairman of Coppermark will serve the combined entity as senior chairman – central Oklahoma region. Thomas Legan, Coppermark's president, will become chairman – central Oklahoma region and will be responsible for the day-to-day operations and management of all Oklahoma locations. Jacque Fiegel, Coppermark's chief operating officer, will become president – central Oklahoma region and will be responsible for retail and business banking functions of all Oklahoma locations and certain operational matters for the combined entity. Jeff Russell, Coppermark's president of the Oklahoma market and chief credit officer will also be president – central Oklahoma region and will be responsible for lending in Oklahoma.
"It has been an honor and pleasure getting to know such a professional group, including Russell, Tom and the management team at Coppermark. The team has worked hard for the last 50 years nuturing and growing the bank from its start. When talking to the team it is very obvious how passionate they are in caring for the customers and associates of Coppermark, building one customer at a time. We intend to continue that passion and Coppermark has committed to help Prosperity grow in the state of Oklahoma. We could not be more proud to be affiliated with such a great group of people. I want to welcome the entire team at Coppermark to our family at Prosperity," said David Zalman, chairman and CEO of Prosperity.
"We have worked for 50 years to build a strong bank with a reputation for integrity and exceptional customer service," said Russell Swarts, chairman of Coppermark Bancshares Inc. "We are excited for our customers, officers, staff and stockholders to join with a strong partner like Prosperity."
"Prosperity and Coppermark both have a long and consistent record of success," said Thomas Legan, president and CEO of Coppermark Bank. "We look forward to helping Prosperity continue to build upon that record, and all of us on the Coppermark team welcome Prosperity to Oklahoma," said Legan.
The merger has been approved by the boards of directors of both companies and is expected to close during the first quarter of 2013, although delays may occur. The transaction is subject to certain conditions, including the approval by Coppermark Bancshares' shareholders and customary regulatory approvals. Operational integration is anticipated to begin during the second quarter of 2013.
Coppermark was advised in this transaction by Commerce Street Capital, LLC as financial advisor and Fenimore, Kay, Harrison & Ford, LLP and Cheek & Falcone, PLLC as legal counsel. Bracewell & Giuliani LLP was legal counsel to Prosperity.
Prosperity Bancshares Inc.
Prosperity Bancshares Inc., recently named "America's Best Bank" by Forbes is a $13.7 billion Houston, Texas-based regional financial holding company, formed in 1983. Operating under a community banking philosophy and seeking to develop broad customer relationships based on service and convenience, Prosperity offers a variety of traditional loan and deposit products to its customers, which consist primarily of small and medium sized businesses and consumers. In addition to established banking products, Prosperity offers a complete line of services including: Internet banking services at www.prosperitybanktx.com, retail brokerage services, MasterMoney debit cards, 24-hour voice response banking, trust and wealth management and mobile banking. Prosperity currently operates 213 full-service banking locations; 59 in the Houston area; 20 in the South Texas area including Corpus Christi and Victoria; 35 in the Dallas/Fort Worth area; 21 in the East Texas area; 34 in the Central Texas area including Austin and San Antonio; 34 in the West Texas area including Lubbock, Midland/Odessa and Abilene; and 10 in the Bryan/College Station area.