PLANO, Texas, Dec. 31, 2014 /PRNewswire/ -- ViewPoint
Financial Group, Inc. ("ViewPoint") (NASDAQ: VPFG) announced today
that it expects to complete its merger with LegacyTexas Group, Inc.
on January 1, 2015, and will change
its name to LegacyTexas Financial Group, Inc. (the "Company") on
that date. Effective January 2,
2015, the Company will be traded on the NASDAQ Global Select
Market under the ticker symbol "LTXB".
Under the terms of the merger agreement, LegacyTexas Group, Inc.
shareholders will receive 7.85 million shares of Company common
stock plus approximately $115 million
in cash for all the outstanding stock of LegacyTexas Group,
Inc.
Also effective January 1, 2015,
ViewPoint's bank subsidiary, ViewPoint Bank, N.A., will merge into
LegacyTexas Group, Inc.'s subsidiary bank, LegacyTexas Bank, with
the merged bank retaining the LegacyTexas Bank name. Branch
and branding integration is planned for February, and, at that
time, customers of both institutions will be able to conduct
business at any of the LegacyTexas locations.
At completion of the merger, Mays Davenport (Executive Vice
President of LegacyTexas Bank) will join the Company as Executive
Vice President and Chief Financial Officer, and George Fisk (Chief Executive Officer and Vice
Chairman of LegacyTexas Group, Inc.) and Greg Wilkinson (director of LegacyTexas Group,
Inc.) will serve on the Boards of Directors of the Company and the
merged LegacyTexas Bank. Kevin
Hanigan will continue to serve the Company and the merged
LegacyTexas Bank as President and Chief Executive Officer.
Additionally, Arcilia Acosta, who
has served on the Board of Directors of ViewPoint Bank since 2013,
will be appointed to the Board of Directors of the Company,
effective January 1, 2015.
"What a great day for all who have worked so hard on this
game-changing merger," said ViewPoint President and Chief Executive
Officer Kevin Hanigan. "The
combination of these two banks is a major step in our strategy to
become the bank of choice for Dallas and Fort
Worth-based businesses, entrepreneurs and families."
"This partnership creates one of the premier banking
organizations in Texas," said
LegacyTexas Group, Inc. Vice Chairman and Chief Executive Officer
George A. Fisk. "We are very
excited for our stockholders, our employees, our customers and our
community."
The merger creates one of the largest independent Texas financial services companies, with
combined assets of nearly $6 billion.
The Company will rank first in deposit market share in affluent
Collin County and third in deposit
market share among Texas-based
independent banks in the Dallas/Fort Worth Metroplex.
About ViewPoint Financial Group, Inc. and LegacyTexas
Financial Group, Inc.
ViewPoint Financial Group, Inc., to be known as LegacyTexas
Financial Group, Inc. effective January 1,
2015, is a bank holding company based in Plano, Texas. On January 1, 2015, the Company's holdings will
include LegacyTexas Bank, which will also operate as ViewPoint Bank
and First National Bank of Jacksboro. Beginning in February 2015, the bank will operate under the
LegacyTexas brand in each of its markets. The merged bank will
operate 51 banking offices in 19 North
Texas cities, including 48 branches in the Dallas-Fort Worth
Metroplex. For more information, please visit
www.viewpointfinancialgroup.com.
When used in filings by ViewPoint Financial Group, Inc.
("ViewPoint") with the Securities and Exchange Commission (the
"SEC"), in ViewPoint's press releases or other public or
stockholder communications, and in oral statements made with the
approval of an authorized executive officer, the words or phrases
"will likely result," "are expected to," "will continue," "is
anticipated," "estimate," "project," "intends" or similar
expressions are intended to identify "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act
of 1995. Such statements are subject to certain risks and
uncertainties that could cause actual results to differ materially
from historical earnings and those presently anticipated or
projected, including, among other things: the expected cost
savings, synergies and other financial benefits from the
ViewPoint-LegacyTexas Group, Inc. merger (the "Merger") might not
be realized within the expected time frames or at all and costs or
difficulties relating to integration matters might be greater than
expected; changes in economic conditions; legislative changes;
changes in policies by regulatory agencies; fluctuations in
interest rates; the risks of lending and investing activities,
including changes in the level and direction of loan delinquencies
and write-offs and changes in estimates of the adequacy of the
allowance for loan losses; ViewPoint's ability to access
cost-effective funding; fluctuations in real estate values and both
residential and commercial real estate market conditions; demand
for loans and deposits in ViewPoint's market area; competition;
changes in management's business strategies and other factors set
forth in ViewPoint's filings with the SEC.
ViewPoint does not undertake - and specifically declines any
obligation - to publicly release the result of any revisions which
may be made to any forward-looking statements to reflect events or
circumstances after the date of such statements or to reflect the
occurrence of anticipated or unanticipated events.
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SOURCE ViewPoint Financial Group, Inc.