Independent Bank Group Inc. (IBTX), the McKinney-based holding company for Independent Bank, announced Nov. 28 that Independent Bank Group has entered into a definitive agreement to acquire Integrity Bancshares,Inc. and its subsidiary, Integrity Bank SSB, in Houston.
“We are pleased to announce our third acquisition in Houston, adding to our presence in this dynamic market,” said.Independent Bank Group Chairman and CEO David R. Brooks in a statement. “Integrity Bank has a demonstrated history of growth and strong earnings with locations in some of the most attractive markets in the Houston area.”
Integrity Bancshares, through Integrity Bank, operates four full service banking locations in the Houston metropolitan area. As of September 30, 2017, Integrity Bancshares, Inc., on a consolidated basis, reported total assets of $805 million, total deposits of $679 million, and total equity capital of $84 million.
Under the terms of the agreement, Independent Bank Group will issue 2,072,131 shares of Independent Bank Group common stock and pay cash in the aggregate amount of $31.6 million to the shareholders and option holders of Integrity. If Integrity’s tangible equity is greater than $84 million at closing, Integrity will be permitted to pay a pre-closing cash distribution to its shareholders in an amount equal to any such excess. The cash portion of the merger consideration will be reduced on a dollar for dollar basis to the extent that Integrity’s tangible equity is less than $84 million at closing.
The merger has been approved by the Boards of Directors of both companies and is expected to close during the second quarter of 2018.
Independent Bank Group was advised in the Integrity transaction by Piper Jaffray & Co. as financial advisor, which also rendered a fairness opinion to Independent Bank Group regarding the transaction, and by Haynie Rake Repass & Klimko, PC as legal counsel. Integrity was advised by Sandler + O’Neill Partners, LP as financial advisor and Jackson Walker LLP as legal counsel.
Independent Bank Group operates in four market regions located in the Dallas/Fort Worth, Austin, and Houston and the Colorado Front Range areas.