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2019 Christmas Cover

News and Events

 

November 1, 2019

Prosperity Bancshares, Inc.® Completes Merger With LegacyTexas Financial Group, Inc.

October 23, 2019

Prosperity Bancshares, Inc.® Reports Third Quarter Earnings

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October 8, 2019

Prosperity Bancshares, Inc.® Receives Regulatory Approval for LegacyTexas Financial Group Merger

September 25, 2019

Prosperity Bancshares, Inc.® Invites You to Its Third Quarter 2019 Earnings Conference Call

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July 25, 2019

Prosperity Bancshares, Inc.® to Present at KBW Conference

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July 24, 2019

Prosperity Bancshares, Inc.® Reports Second Quarter 2019 Earnings

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June 26, 2019

Prosperity Bancshares, Inc.® Invites You To Join Its Second Quarter 2019 Earnings Conference Call

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June 18, 2019

Prosperity Bancshares, Inc. Announces Changes To Share Repurchase Plan

June 17, 2019

Prosperity Bancshares, Inc. And LegacyTexas Financial Group, Inc. Enter Into Definitive Agreement to Merge

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April 24, 2019

Prosperity Bancshares, Inc.® Reports First Quarter 2019 Earnings

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March 29, 2019

Prosperity Bancshares, Inc.® Invites You To Join Its First Quarter 2019 Earnings Conference Call

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February 12, 2019

Prosperity Bancshares, Inc.® Announces Retirement Of CFO

January 30, 2019

Prosperity Bancshares, Inc.® Reports Fourth Quarter 2018 Earnings

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January 2, 2019

Prosperity Bancshares, Inc.® Invites You To Join Its Fourth Quarter 2018 Earnings Conference Call On The Web

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October 24, 2018

Prosperity Bancshares, Inc.® Reports Third Quarter 2018 Earnings

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October 1, 2018

Prosperity Bancshares, Inc.® Invites You To Join Its Third Quarter 2018 Earnings Conference Call On The Web

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July 25, 2018

Prosperity Bancshares, Inc.® Reports Second Quarter 2018 Earnings

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June 28, 2018

Prosperity Bancshares, Inc.® Invites You To Join Its Second Quarter 2018 Earnings Conference Call On The Web

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April 25, 2018

Prosperity Bancshares, Inc.® Reports First Quarter 2018 Earnings

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March 28, 2018

Prosperity Bancshares, Inc.® Invites You To Join Its First Quarter 2018 Earnings Conference Call On The Web

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February 27, 2018

PROSPERITY BANCSHARES, INC.® TO PRESENT AT RBC CONFERENCE

January 24, 2018

Prosperity Bancshares, Inc.® Reports Fourth Quarter 2017 Earnings

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January 19, 2018

Prosperity Bancshares, Inc.® Announces Stock Repurchase Program

December 27, 2017

Prosperity Bancshares, Inc.® Invites You To Join Its Fourth Quarter 2017 Earnings Conference Call On The Web

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October 26, 2017

Prosperity Bancshares, Inc.® Releases Results of 2017 Dodd-Frank Act Stress Test

October 25, 2017

Prosperity Bancshares, Inc.® Reports Third Quarter 2017 Earnings

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October 3, 2017

Prosperity Bancshares, Inc.® Invites You To Join Its Third Quarter 2017 Earnings Conference Call On The Web

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September 7, 2017

PROSPERITY BANCSHARES, INC.® TO PRESENT AT BARCLAYS CONFERENCE

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September 1, 2017

PROSPERITY BANCSHARES, INC.® HURRICANE HARVEY RELIEF EFFORTS

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July 27, 2017

PROSPERITY BANCSHARES, INC.® TO PRESENT AT KEEFE, BRUYETTE, & WOODS BANK CONFERENCE

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July 26, 2017

Prosperity Bancshares, Inc.® Reports Second Quarter 2017 Earnings

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July 10, 2017

Prosperity Bancshares, Inc.® Invites You To Join Its Second Quarter 2017 Earnings Conference Call On The Web

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April 26, 2017

Prosperity Bancshares, Inc.® Reports First Quarter 2017 Earnings

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April 3, 2017

Prosperity Bancshares, Inc.® Invites You To Join Its First Quarter 2017 Earnings Conference Call On The Web

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March 7, 2017

PROSPERITY BANCSHARES, INC.® PANEL PARTICIPATION AT RBC CAPTITAL MARKETS 2017 FINANCIAL INSTITUTIONS CONFERENCE

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January 25, 2017

Prosperity Bancshares, Inc.® Reports Fourth Quarter 2016 Earnings

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December 29, 2016

Prosperity Bancshares, Inc.® Invites You To Join Its Fourth Quarter 2016 Earnings Conference Call On The Web

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December 21, 2016 

Prosperity Bancshares, Inc.® Announces Filing of Universal Shelf Registration Statement

October 27, 2016

Prosperity Bancshares, Inc.® Releases Results of 2016 Dodd-Frank Act Stress Test

October 26, 2016

Prosperity Bancshares, Inc.® Reports Third Quarter 2016 Earnings 

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September 28, 2016  

Prosperity Bancshares, Inc.® Invites You To Join Its Third Quarter 2016 Earnings Conference Call On The Web

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July 29, 2016 

PROSPERITY BANCSHARES, INC.® TO PRESENT AT KEEFE, BRUYETTE, & WOODS BANK CONFERENCE

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July 27, 2016 

Prosperity Bancshares, Inc.® Reports Second Quarter 2016 Earnings

July 6, 2016

Prosperity Bancshares, Inc.® Invites You To Join Its Second Quarter 2016 Earnings Conference Call On The Web

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April 27, 2016

Prosperity Bancshares, Inc.® Reports First Quarter 2016 Earnings

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March 31, 2016

Prosperity Bancshares, Inc.® Invites You To Join Its First Quarter 2016 Earnings Conference Call On The Web

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January 27, 2016

Prosperity Bancshares, Inc.® Announces Stock Repurchase Program

January 27, 2016

Prosperity Bancshares, Inc.® Reports Fourth Quarter 2015 Earnings

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January 4, 2016

Prosperity Bancshares, Inc.® Invites You To Join Its Fourth Quarter 2015 Earnings Conference Call On The Web

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January 4, 2016

Prosperity Bancshares, Inc.® Completes Merger with Tradition Bancshares, Inc.

October 23, 2015

Prosperity Bancshares, Inc.® Reports Third Quarter 2015 Earnings

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October 2, 2015

Prosperity Bancshares, Inc.® Invites You To Join Its Third Quarter 2015 Earnings Conference Call On The Web

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August 6, 2015

Prosperity Bancshares, Inc.® To Acquire Tradition Bancshares, Inc. In Houston, Texas 

July 24, 2015

Prosperity Bancshares, Inc.® Reports Second Quarter 2015 Earnings 

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Conference Call Number 877-883-0383, elite entry number 8652160

July 22, 2015

PROSPERITY BANCSHARES, INC.® TO PRESENT AT KEEFE, BRUYETTE, & WOODS BANK CONFERENCE

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June 25, 2015

Prosperity Bancshares, Inc.® Releases Results of 2015 DODD-FRANK ACT Stress Test

June 9, 2015

Prosperity Bancshares, Inc.® Invites You To Join Its Second Quarter 2015 Earnings Conference Call On The Web

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May 14, 2015

Prosperity Bancshares, Inc.® Announces Management Changes

April 24, 2015

Prosperity Bancshares, Inc.® Reports First Quarter 2015 Earnings

April 17, 2015

Prosperity Bancshares, Inc.® named to KBW "Bank Honor Roll"

March 23, 2015

Prosperity Bancshares, Inc.® Invites You To Join Its First Quarter 2015 Earnings Conference Call On The Web

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March 5, 2015

PROSPERITY BANCSHARES, INC.® TO PRESENT AT RBC CAPITAL MARKETS' FINANCIAL INSTITUTIONS CONFERENCE

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February 6, 2015 

PROSPERITY BANCSHARES, INC.® TO PRESENT AT KEEFE, BRUYETTE, & WOODS BANK CONFERENCE

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January 30, 2015

Prosperity Bancshares, Inc.® Declares Quarterly Cash Dividend

January 23,2015

Prosperity Bancshares, Inc.® Reports Record Fourth Quarter 2014 Earnings

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Conference Call Number 877-883-0383, elite entry number 6646422

January 5, 2015

Prosperity Bancshares, Inc.® Invites You To Join Its Fourth Quarter 2014 Earnings Conference Call On The Web 

October 29, 2014 

Prosperity Bancshares, Inc.® Reports Record Third Quarter 2014 Earnings 

Conference Call Number 877-883-0383, elite entry number 1373203

September 26, 2014

Prosperity Bancshares, Inc.® invites you to join its Third Quarter 2014 Earnings conference call on the web

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July 28, 2014

PROSPERITY BANCSHARES, INC.® TO PRESENT AT KEEFE, BRUYETTE, & WOODS BANK CONFERENCE

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July 25, 2014

Prosperity Bancshares, Inc.® reports 2nd Quarter 2014 Earnings

July 1, 2014

Prosperity Bancshares, Inc.® invites you to join its Second Quarter 2014 Earnings conference call on the web

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April 23, 2014

Prosperity Bancshares, Inc.® reports strong 1st Quarter 2014 earnings

April 4, 2014

Prosperity Bancshares, Inc.® invites you to join its First Quarter 2014 Earnings conference call on the web

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April 1, 2014

Prosperity Bancshares, Inc.® completes merger with F & M Bancoporation Inc.

March 4, 2014

Prosperity Bancshares, Inc.® Declares Quarterly Cash Dividend

February 21, 2014

PROSPERITY BANCSHARES, INC.® TO PRESENT AT KEEFE, BRUYETTE, & WOODS BANK CONFERENCE

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January 29, 2014

Prosperity Bancshares, Inc.® Announces Management Changes

January 24, 2014

Prosperity Bancshares, Inc.® reports record 4th quarter 2013 earnings

January 7, 2014

Prosperity Bancshares, Inc.® invites you to join its 4th Quarter Earnings conference call on the web 

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Conference Call Number 866-952-1906, reference code PBUS

November 1, 2013

Prosperity Bancshares, Inc.® Completes merger with FVNB Corp.

October 23, 2013

Prosperity Bancshares, Inc.® reports strong 3rd quarter 2013 earnings

September 27, 2013

Prosperity Bancshares, Inc.® invites you to join its 3rd Quarter Earnings conference call on the web

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Conference Call Number 866-952-1906, reference code PBUS

September 5, 2013

Prosperity Bancshares, Inc.® Declares Quarterly Cash Dividend

August 29, 2013

Prosperity Bancshares, Inc.® to Merge with F&M Bancorporation Inc. in Tulsa, Oklahoma 

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August 29, 2013

Prosperity Bank Press Release Conference Call

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August 13, 2013

Texas Business Profiles: Prosperity Bank - The Big Bank with the Community Bank Inside

July 26, 2013

Prosperity Bancshares, Inc.® to Present at Keefe, Bruyette, & Woods Annual Community Bank Conference

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July 24, 2013

Prosperity Bancshares, Inc.® reports strong 2nd Quarter 2013 Earnings.

July 1, 2013

Prosperity Bancshares, Inc.® to Merge with FVNB Corp., Victoria, Texas 

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June 27, 2013

Prosperity Bancshares, Inc.® invites you to join its 2nd Quarter Earnings conference call on the web

Conference Call Number 866-952-7532, reference code PBUS

June 6, 2013

Prosperity Bancshares, Inc.® declares Quarterly cash dividend.

April 24, 2013

Prosperity Bancshares, Inc.® reports strong 1st Quarter 2013 Earnings.

April 24, 2013

Prosperity Bancshares, Inc.® invites you to join its 1st Quarter Earnings conference call on the web

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Conference Call Number 866-952-1907, reference code PBTX

April 4, 2013

Prosperity Bancshares, Inc.® invites you to join its 1st Quarter Earnings conference call on the web

April 1, 2013

Prosperity Bancshares, Inc.® completes merger with Coppermark Bancshares, Inc.®

March 5, 2013

Prosperity Bancshares, Inc.® Declares Quarterly Cash Dividend 

January 25, 2013

Prosperity Bancshares, Inc.® Reports Strong 2012 Earnings 

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Conference Call Number 866-952-1906, reference code PBTX

January 17, 2013

Prosperity Bancshares, Inc.® invites you to join its 4th Quarter Earnings conference call on the web

January 2, 2013

Prosperity Bancshares, Inc.® completes merger with East Texas Financial Services, Inc.

 

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 Merger Banner

We are excited to announce the merger between LegacyTexas Bank and Prosperity Bank is now final. While we are still several months away from fully operating under the Prosperity Bank name, the Federal Deposit Insurance Corporation (FDIC) now considers us one financial institution with FDIC coverage limits of a single insured bank.

If you currently have accounts with both LegacyTexas Bank and Prosperity Bank, the FDIC has made allowances for customers of merging banks and will provide supplemental insurance on your deposits for a limited time. Details on FDIC Coverage Limits can be found here.

Until our computer system transition to Prosperity Bank is completed in mid-2020, it’s business as usual, and your account information, debit card, services and online access will remain unchanged. You should continue using LegacyTexas Banking Centers for all your banking needs, and as our transition nears, we will provide you with important details on how the conversion may impact you. In the meantime, we invite you to explore our merger page or contact us at 972.578.5000 with any questions.

We look forward to the opportunities this merger presents and will work hard to maintain the confidence you have shown in us as we continue to serve you.

David Zalman, CEO, Prosperity Bank

 

 Click here for LegacyTexas Merger Presentation 

 

PROSPERITY BANCSHARES, INC.® COMPLETES MERGER WITH LEGACYTEXAS FINANCIAL GROUP, INC. FOR IMMEDIATE RELEASE

HOUSTON, November 1, 2019. Prosperity Bancshares, Inc.® (NYSE: PB), the parent company of Prosperity Bank®, today announced that it has completed its previously announced merger (the “merger”) with LegacyTexas Financial Group, Inc. (NASDAQ: LTXB) (“LegacyTexas”), the parent company of LegacyTexas Bank, effective November 1, 2019. As of September 30, 2019, on a consolidated basis, LegacyTexas had total assets of $10.5 billion, total loans of $9.1 billion and total deposits of $6.5 billion. LegacyTexas Bank operated 42 banking centers in and around the Dallas-Fort Worth area.

Immediately after the merger, LegacyTexas Bank was merged into Prosperity Bank and LegacyTexas’ business will operate as Prosperity Bank dba LegacyTexas Bank until systems conversion, which is scheduled for early June 2020. Upon conversion, the combined bank will operate as Prosperity Bank.

In connection with the merger, Kevin Hanigan, LegacyTexas President and Chief Executive Officer was named President and Chief Operating Officer of Prosperity Bancshares and President of Prosperity Bank; and Mays Davenport, LegacyTexas EVP and Chief Financial Officer, was named EVP and Director of Corporate Strategy of Prosperity Bancshares and Prosperity Bank. Upon completion of the merger, David Zalman will serve as Senior Chairman and Chief Executive Officer of Prosperity Bancshares, H.E. Timanus, Jr. will serve as Chairman and Eddie Safady will serve as Vice Chairman. In addition, Kevin Hanigan, Bruce Hunt and George Fisk joined the Prosperity Bancshares Board of Directors and Kevin Hanigan and Mays Davenport joined the Prosperity Bank Board of Directors.

“This transaction represents a milestone in Prosperity’s strategic growth and we welcome the LegacyTexas customers and associates to Prosperity Bank. This merger creates one of the largest Texas-based banks by deposits, and makes Prosperity Bank a dominant player in the vibrant markets of Houston and Dallas/Fort Worth. We look forward to the opportunities we have as a combined organization,” stated David Zalman, Senior Chairman and Chief Executive Officer of Prosperity Bancshares.

“This merger brings together two complementary franchises with a shared goal of serving the needs of our customers, associates and communities and will provide our combined team with a platform for anticipated continued growth,” commented Kevin Hanigan, President of Prosperity Bancshares.

Keefe, Bruyette & Woods, A Stifel Company, represented Prosperity Bancshares by providing a fairness opinion to its Board of Directors, and Bracewell LLP acted as legal counsel. LegacyTexas was advised in this transaction by J.P. Morgan Securities LLC, as financial advisor, and Shapiro Bieging Barber Otteson LLP, as legal counsel.

About Prosperity Bancshares, Inc. ®

As of September 30, 2019, Prosperity Bancshares, Inc.® is a $22.1 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 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 financial services including Online & Mobile Banking, Investment Services, Small Business (SBA) and Commercial Loans, Mortgage Services, Retail Brokerage Services, Cash Management, as well as traditional consumer services. Prosperity Bancshares currently operates 243 full-service banking locations: 65 in the Houston area, including The Woodlands; 30 in the South Texas area, including Corpus Christi and Victoria; 33 in the Dallas/Fort Worth area; 22 in the East Texas area; 29 in the Central Texas area, including Austin and San Antonio; 34 in the West Texas area, including Lubbock, Midland-Odessa and Abilene; 16 in the Bryan/College Station area; six in the Central Oklahoma area; and eight in the Tulsa, Oklahoma area.

Cautionary Notes on Forward-Looking Statements

This communication contains statements which, to the extent they are not statements of historical fact, constitute “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. From time to time, oral or written forward-looking statements may also be included in other information released to the public. Such statements are typically, but not exclusively, identified by the use in the statements of words or phrases such as “aim,” “anticipate,” “estimate,” “expect,” “goal,” “guidance,” “intend,” “is anticipated,” “is expected,” “is intended,” “objective,” “plan,” “projected,” “projection,” “will affect,” “will be,” “will continue,” “will decrease,” “will grow,” “will impact,” “will increase,” “will incur,” “will reduce,” “will remain,” “will result,” “would be,” variations of such words or phrases (including where the word “could,” “may,” or “would” is used rather than the word “will” in a phrase) and similar words and phrases indicating that the statement addresses some future result, occurrence, plan or objective. These forward-looking statements may include information about Prosperity Bancshares’ possible or assumed future economic performance or future results of operations, including future revenues, income, expenses, provision for loan losses, provision for taxes, effective tax rate, earnings per share, cash flows, future capital expenditures and dividends, future financial condition and changes therein, including changes in loan portfolio and allowance for loan losses, future capital structure or changes therein, as well as the plans and objectives of management for Prosperity Bancshares’ future operations and integrating the operations of LegacyTexas, future or proposed acquisitions, the future or expected effect of acquisitions on Prosperity’s operations, results of operations, financial condition, and future economic performance, statements about the anticipated benefits of the transaction with LegacyTexas, and statements about the assumptions underlying any such statement. The forward-looking statements are based on expectations and assumptions Prosperity Bancshares currently believes to be valid. Because forward-looking statements relate to future results and occurrences, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Many possible events or factors could adversely affect the future financial results and performance of Prosperity Bancshares and could cause those results or performance to differ materially from those expressed in the forward-looking statements. Such risks and uncertainties include, among others: the possibility that the anticipated benefits of the transaction with LegacyTexas are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy and competitive factors generally, or specifically in the Dallas/Fort Worth area where LegacyTexas did a majority of its business and Prosperity Bancshares now has a greater presence, the possibility that the integration of LegacyTexas may be more expensive than anticipated, including as a result of unexpected factors or events, diversion of management’s attention from previous business operations and opportunities, potential adverse reactions or changes to business or employee relationships, and the dilution caused by Prosperity Bancshares’ issuance of additional shares of its common stock in connection with the LegacyTexas transaction. Prosperity Bancshares disclaims any obligation to update such factors or to publicly announce the results of any revisions to any of the forward-looking statements included herein to reflect future events or developments. Further information on Prosperity Bancshares and factors which could affect the forward-looking statements contained herein can be found in Prosperity Bancshares’ Annual Report on Form 10-K for the fiscal year ended December 31, 2018, its Quarterly Report on Form 10-Q for the three- and six-month periods ended June 30, 2019 and its other filings with the Securities and Exchange Commission (“SEC”).

 

PROSPERITY BANCSHARES, INC. AND LEGACYTEXAS FINANCIAL GROUP, INC. ENTER INTO DEFINITIVE AGREEMENT TO MERGE


FOR IMMEDIATE RELEASE

HOUSTON & DALLAS, TEXAS, June 17, 2019. Prosperity Bancshares, Inc.® (NYSE: PB) (“Prosperity”), the parent company of Prosperity Bank®, and LegacyTexas Financial Group, Inc. (NASDAQ: LTXB) (“LegacyTexas”), the parent company of LegacyTexas Bank (“LegacyTexas Bank”), today jointly announced the signing of a definitive merger agreement pursuant to which LegacyTexas will merge with Prosperity.

LegacyTexas Bank operates 42 locations in 19 North Texas cities in and around the Dallas-Fort Worth area. As of March 31, 2019, LegacyTexas, on a consolidated basis, reported total assets of $9.3 billion, total gross loans of $8.1 billion and total deposits of $7.1 billion. Under the terms of the merger agreement, stockholders of LegacyTexas will receive 0.5280 shares of Prosperity common stock and $6.28 cash for each LegacyTexas share, subject to certain conditions. Based on Prosperity’s closing price of $67.24 on June 14, 2019, the total consideration was valued at approximately $2.1 billion, or approximately $41.78 per share.

Kevin Hanigan, LegacyTexas President and Chief Executive Officer, will join the Prosperity team as the President and Chief Operating Officer of Prosperity and President of Prosperity Bank; and Mays Davenport, LegacyTexas EVP and Chief Financial Officer, will be named EVP and Director of Corporate Strategy of Prosperity and Prosperity Bank. Scott Almy, Tom Swiley, Chuck Eikenberg and Aaron Shelby will hold senior management positions at Prosperity Bank. 

In addition, upon completion of the merger, Kevin Hanigan, Bruce Hunt, and George Fisk, directors of LegacyTexas, will join the Board of Directors of Prosperity, and Mays Davenport will join the Board of Directors of Prosperity Bank.

“I am very excited to announce the merger of LegacyTexas with Prosperity,” stated David Zalman, Chairman and Chief Executive Officer of Prosperity. “Through the second largest bank merger in the history of Texas, our combined companies create the second largest bank by deposits headquartered in Texas. Together, our increased scale better positions us to invest in future opportunities and serve our customers. LegacyTexas has been serving the North Texas area for more than 60 years and we believe that our banks are complementary and provide many Page 2 of 5 opportunities for continued growth. This is a rare opportunity to significantly enhance our presence in the Dallas/Fort Worth MSA, a market with a diverse economy that is continually attracting investment and has a growing population. Kevin, Mays, Scott, Tom, Chuck and Aaron have extensive experience and we are looking forward to them joining our team and continuing to take Prosperity to the next level.”

“We believe that Prosperity, one of the most successful banking franchises in Texas, with a strong core deposit base and a focus on relationship banking, is a perfect fit for LegacyTexas,” commented Kevin Hanigan. “We are very proud of our ability to serve the North Texas area and look forward to having our team and shareholders participate in the continued growth of our combined franchise.” 

The merger has been unanimously approved by the Board of Directors of Prosperity and unanimously approved by the independent directors of LegacyTexas and is expected to close during the fourth quarter of 2019, although delays could occur. The transaction is subject to certain conditions, including the approval by LegacyTexas stockholders and Prosperity shareholders and customary regulatory approvals.

Keefe, Bruyette & Woods, A Stifel Company, represented Prosperity providing a fairness opinion to its Board of Directors, and Bracewell LLP acted as legal counsel to Prosperity. LegacyTexas was advised in this transaction by J.P. Morgan Securities LLC, as financial advisor, and Shapiro
Bieging Barber Otteson LLP, as legal counsel.

Conference Call

Prosperity and LegacyTexas management teams will host a conference call on Monday, June 17, 2019 at 10:30 a.m. Eastern Time (9:30 a.m. Central Time) to discuss this transaction. Individuals and investment professionals may participate in the call by dialing 877-883-0383 for domestic participants, or 412-902-6506 for international participants. The elite entry number is 9646608. 

Alternatively, individuals may listen to the live webcast of the presentation by visiting Prosperity’s website at www.prosperitybankusa.com. The webcast may be accessed from Prosperity’s home page by selecting “Presentations & Calls” from the drop-down menu on the Investor Relations tab and following the instructions.

About Prosperity Bancshares, Inc.®

As of March 31, 2019, Prosperity Bancshares, Inc.® is a $22.4 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 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 financial services including Online & Mobile Banking, Investment Services, Small Business (SBA) and Commercial Loans, Mortgage Services, Retail Brokerage Services, Cash Management, as well as traditional consumer services. 

Prosperity currently operates 242 full-service banking locations: 65 in the Houston area, including The Woodlands; 29 in the South Texas area, including Corpus Christi and Victoria; 33 in the Dallas/Fort Worth area; 22 in the East Texas area; 29 in the Central Texas area, including Austin and San Antonio; 34 in the West Texas area, including Lubbock, Midland-Odessa and Abilene; 16 in the Bryan/College Station area; six in the Central Oklahoma area; and eight in the Tulsa, Oklahoma area. 

About LegacyTexas Financial Group, Inc.

LegacyTexas Financial Group, Inc. is the holding company for LegacyTexas Bank, a commercially oriented community bank based in Plano, Texas. LegacyTexas Bank operates 42 banking offices in the Dallas/Fort Worth Metroplex and surrounding counties. For more information, please visit www.LegacyTexasFinancialGroup.com

Cautionary Notes on Forward-Looking Statements

This communication contains statements which, to the extent they are not statements of historical fact, constitute “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. From time to time, oral or written forward-looking statements may also be included in other information released to the public. Such statements are typically, but not exclusively, identified by the use in the statements of words or phrases such as “aim,” “anticipate,” “estimate,” “expect,” “goal,” “guidance,” “intend,” “is anticipated,” “is expected,” “is intended,” “objective,” “plan,” “projected,” “projection,” “will affect,” “will be,” “will continue,” “will decrease,” “will grow,” “will impact,” “will increase,” “will incur,” “will reduce,” “will remain,” “will result,” “would be,” variations of such words or phrases (including where the word “could,” “may,” or “would” is used rather than the word “will” in a phrase) and similar words and phrases indicating that the statement addresses some future result, occurrence, plan or  objective. These forward-looking statements may include information about Prosperity’s and LegacyTexas’s possible or assumed future economic performance or future results of operations, including future revenues, income, expenses, provision for loan losses, provision for taxes,
effective tax rate, earnings per share and cash flows and Prosperity’s or LegacyTexas’s future capital expenditures and dividends, future financial condition and changes therein, including changes in Prosperity’s and LegacyTexas’s loan portfolio and allowance for loan losses, future capital structure or changes therein, as well as the plans and objectives of management for Prosperity’s or LegacyTexas’s future operations, future or proposed acquisitions, the future or expected effect of acquisitions on Prosperity’s or LegacyTexas’s operations, results of operations, financial condition, and future economic performance, statements about the anticipated benefits of the proposed transaction, and statements about the assumptions underlying any such statement. The forward-looking statements are based on expectations and assumptions Prosperity and LegacyTexas currently believe to be valid. Because forward-looking statements relate to future results and occurrences, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Many possible events or factors could adversely affect
the future financial results and performance of Prosperity, LegacyTexas or the combined company and could cause those results or performance to differ materially from those expressed in the forward-looking statements. Such risks and uncertainties include, among others: the occurrence of any event, change or other circumstance that could give rise to the right of one or both of the parties to terminate the merger agreement, the outcome of any legal proceedings that may be instituted against Prosperity or LegacyTexas, delays in completing the transaction, the failure to obtain necessary regulatory approvals (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the transaction) or shareholder approvals or to satisfy any of the other conditions to the transaction on a timely basis or at all, the possibility that the anticipated benefits of the transaction are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy and competitive factors generally, or specifically in the Dallas/Fort Worth area where LegacyTexas does a majority of its business and Prosperity has a significant presence, the possibility that the transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events, diversion of management’s attention from ongoing business operations and opportunities, potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the transaction, Prosperity’s ability to complete the acquisition and integration of LegacyTexas successfully, and the dilution caused by Prosperity’s issuance of additional shares of its common stock in connection with the transaction. Each of Prosperity and LegacyTexas disclaims any obligation to update such factors or to publicly announce the results of any revisions to any of the forward-looking statements included herein to reflect future events or developments. Further information on Prosperity, LegacyTexas and factors which could affect the forward-looking statements contained herein can be found in Prosperity’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018, its Quarterly Report on Form 10-Q for the three-month period ended March 31, 2019 and its other filings with the Securities and Exchange Commission (“SEC”), and in LegacyTexas’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018, its Quarterly Report on Form 10-Q for the three-month period ended March 31, 2019 and its other filings with the SEC. 

Additional Information about the Merger and Where to Find It

In connection with the proposed merger of LegacyTexas into Prosperity, Prosperity will file with the SEC a registration statement on Form S-4 to register the shares of Prosperity common stock to be issued to the stockholders of LegacyTexas. The registration statement will include a joint proxy statement/prospectus which will be sent to the stockholders of LegacyTexas and shareholders of Prosperity seeking their approval of the proposed transaction. 

WE URGE INVESTORS AND SECURITY HOLDERS TO READ THE REGISTRATION STATEMENT ON FORM S-4, THE JOINT PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON FORM S-4 AND ANY OTHER RELEVANT DOCUMENTS TO BE FILED WITH THE SECURITIES AND EXCHANGE COMMISSION IN CONNECTION WITH THE PROPOSED TRANSACTION BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT PROSPERITY, LEGACYTEXAS AND THE PROPOSED TRANSACTION. 

Investors and security holders may obtain free copies of these documents through the website maintained by the SEC at http://www.sec.gov. Documents filed with the SEC by Prosperity will be available free of charge by directing a request by telephone or mail to Prosperity Bancshares, Inc., Prosperity Bank Plaza, 4295 San Felipe, Houston, Texas 77027 Attn: Investor Relations, (281) 269-7199 and documents filed with the SEC by LegacyTexas will be available free of charge by directing a request by telephone or mail to LegacyTexas Financial Group, Inc., 5851 Legacy Circle, Suite 1200, Plano, Texas 75024, (972) 578-5000.  

Participants in the Solicitation

Prosperity, LegacyTexas and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of Prosperity and the stockholders of LegacyTexas in connection with the proposed transaction. Certain information regarding the interests of these participants and a description of their direct and indirect interests, by security holdings or otherwise, will be included in the joint proxy statement/prospectus regarding the proposed transaction when it becomes available. Additional information about Prosperity and its directors and executive officers may be found in the definitive proxy statement of Prosperity relating to its 2019 Annual Meeting of Shareholders filed with the SEC on March 14, 2019, and other documents filed by Prosperity with the SEC. Additional information about LegacyTexas and its directors and executive officers may be found in the definitive proxy statement of LegacyTexas relating to its 2019 Annual Meeting of Stockholders filed with the SEC on April 12, 2019, and other documents filed by LegacyTexas with the SEC. These documents can be obtained free of charge from the sources described above. 

No Offer or Solicitation

This communication is for informational purposes only and is not intended to and does not constitute an offer to subscribe for, buy or sell, or the solicitation of an offer to subscribe for, buy or sell, or an invitation to subscribe for, buy or sell any securities or a solicitation of any vote  or approval in any jurisdiction, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, invitation, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities
shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, and otherwise in accordance with applicable law.

Contact Information
Prosperity Bancshares, Inc.

David Zalman
Chairman and Chief Executive Officer
281.269.7199
david.zalman@prosperitybankusa.com

LegacyTexas Financial Group, Inc.
Kevin Hanigan
President and Chief Executive Officer
972.801.5799
kevin.hanigan@legacytexas.com

 

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In some locations, Prosperity Bank also operates under the trade name, LegacyTexas Bank. LegacyTexas Bank is not a separately FDIC-insured bank.