TBK Bank to Acquire 9 Branches from Independent Bank

DALLAS, June 23, 2017 (GLOBE NEWSWIRE) — Triumph Bancorp, Inc. (NASDAQ:TBK) today announced that its banking subsidiary, TBK Bank, SSB (“TBK Bank”) has signed a definitive agreement to acquire 9 branch locations in Colorado from Independent Bank Group, Inc.’s (NASDAQ:IBTX) banking subsidiary Independent Bank. TBK Bank will purchase approximately $100 million in loans and assume approximately $168 million in deposits associated with the branches for an estimated aggregate deposit premium of $7 million or 4.17%. The actual premium will be based on a 30 day average of deposit balances at the time the transaction closes.

“This acquisition enhances our retail footprint, improves our core deposit base and complements the personnel announcements we made on June 8, 2017,” said Aaron P. Graft, Vice Chairman and CEO of Triumph Bancorp, Inc. “With this purchase, we expand our footprint in our Western Division to 27 branches and bring our total number of branches to 46.  We are excited to welcome the customers and staff of these branches to the TBK Bank team.”

The following is a list of the 9 branches included in the acquisition by TBK Bank.

  • 615 W 8th Avenue, Yuma, Colorado  80759
  • 102 N Washington Street, Otis, Colorado  80743
  • 122 W Main Street, Sterling, Colorado  80751
  • 175 E First Street, Akron, Colorado  80720
  • 10 Angrove Avenue, Johnstown, Colorado  80534
  • 5855 Firestone Boulevard, Firestone, Colorado  80504
  • 1300 Broad Street, Milliken, Colorado  80543
  • 401 Coffman Street, Longmont, Colorado  80501
  • 3650 35th Avenue, Evans, Colorado  80620

The branches were previously acquired in April 2017 by Independent Bank Group as a part of its acquisition of Carlile Bancshares, Inc. and its banking subsidiary Northstar Bank.

The transaction is expected to close during the fourth quarter of 2017 and is subject to certain closing conditions, including receipt of regulatory approval and other customary closing conditions. 

Triumph Bancorp, Inc. was advised in this transaction by Wachtell, Lipton, Rosen & Katz as legal counsel.  Haynie Rake Repass & Klimko, P.C. acted as legal counsel to Independent Bank Group, Inc.

ABOUT TRIUMPH BANCORP, INC.

Triumph Bancorp, Inc. (NASDAQ:TBK) is a financial holding company headquartered in Dallas, Texas, with a diversified line of community banking and commercial finance activities. Our bank subsidiary, TBK Bank, SSB, is a Texas-state savings bank offering commercial and consumer banking products focused on meeting client needs in Texas, Colorado, Kansas, Iowa and Illinois. We also serve a national client base through our commercial finance offering, which includes factoring, equipment lending, asset based lending, commercial insurance and premium finance solutions for independent insurance agents.

Forward-Looking Statements

This Press Release may contain forward-looking statements within the meaning of the federal securities laws. Investors are cautioned that such statements, including statements with respect to the expected benefits of the proposed transaction and the timing of the proposed transaction, are predictions and that actual events or results may differ materially. These forward-looking statements are not guarantees of future results and are subject to factors that could cause actual results to differ materially from those we may expect, including, but not limited to: economic, political and market conditions and fluctuations; competition; the possibility that the expected benefits related to the proposed transaction may not materialize as expected; the proposed transaction not being timely completed, if completed at all; prior to the completion of the proposed transaction, Independent Bank’s business experiencing disruptions due to transaction-related uncertainty or other factors making it more difficult to maintain relationships with employees, customers, other business partners or governmental entities, difficulty retaining key employees, and the parties being unable to successfully implement integration strategies or to achieve expected synergies and operating efficiencies within the expected time-frames or at all; and other factors identified in our filings with the Securities and Exchange Commission (the “SEC”). For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see “Risk Factors” and the forward-looking statement disclosure contained in Triumph’s Annual Report on Form 10-K, filed with the SEC on February 17, 2017. Forward-looking statements speak only as of the date made and Triumph undertakes no duty to update such information. 

Investor Relations:
Luke Wyse
Senior Vice President, Finance & Investor Relations
lwyse@tbkbank.com
214-365-6936

Media Contact:
Amanda Tavackoli
Vice President, Marketing & Communication
atavackoli@tbkbank.com
214-365-6930

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Independent Bank to Sell Nine Colorado Branches

MCKINNEY, Texas, June 23, 2017 (GLOBE NEWSWIRE) — Independent Bank Group, Inc. (NASDAQ:IBTX), the holding company for Independent Bank, today announced that Independent Bank has signed a definitive agreement to sell nine locations in Colorado to TBK Bank, SSB, a subsidiary of Triumph Bancorp, Inc. (NASDAQ:TBK).

Of the nine branches, four are located in eastern Colorado (Akron, Otis, Sterling, and Yuma) and five are located north of Denver (Evans, Firestone, Johnstown, Longmont, and Milliken). These branches were acquired by Independent Bank as part of Independent Bank Group’s acquisition of Carlile Bancshares, Inc. and its subsidiary, Northstar Bank, which closed in April 2017.

In the transaction, TBK Bank will purchase approximately $100 million in loans and assume approximately $168 million in deposits associated with the branches for an estimated deposit premium of $7 million, or 4.17%. The actual premium will be based on a 30-day average of deposit balances at the time the transaction closes.

Independent Bank Group Chairman and CEO David R. Brooks stated, “This transaction sharpens our focus on the Colorado Front Range along I-25 through Denver, Colorado Springs and Fort Collins and improves the efficiency of our Colorado operations. We remain committed to the markets served by our nine remaining Colorado locations and, under the leadership of Colorado Market CEO Mark White, we will continue our efforts to serve these areas and expand our presence in these markets.”

The transaction is expected to close during the fourth quarter of 2017 and is subject to certain closing conditions, receipt of regulatory approval, and other customary closing conditions. 

Independent Bank was advised in the transaction by Haynie, Rake, Repass & Klimko, P.C. as legal counsel. Wachtell, Lipton, Rosen & Katz acted as legal counsel to Triumph Bancorp, Inc.

About Independent Bank Group

Independent Bank Group, Inc., through its wholly owned subsidiary, Independent Bank, provides a wide range of relationship-driven commercial banking products and services tailored to meet the needs of businesses, professionals and individuals from banking offices located throughout Texas, including the Dallas/Fort Worth, Austin and Houston areas, as well as in Colorado. For more information, please visit Independent Bank Group’s website at www.ibtx.com.

Contacts:

Analysts/Investors:

Michelle Hickox
Executive Vice President and Chief Financial Officer
(972) 562-9004	
mhickox@ibtx.com

Media:

Peggy Smolen
Marketing & Communications Director
(972) 562-9004
psmolen@ibtx.com

Southern National Bancorp of Virginia, Inc. and Eastern Virginia Bankshares, Inc. Announce Closing of Merger

MCLEAN, Va. and RICHMOND, Va., June 23, 2017 (GLOBE NEWSWIRE) — Southern National Bancorp of Virginia, Inc. (NASDAQ:SONA) (“Southern National”) and Eastern Virginia Bankshares, Inc. (NASDAQ:EVBS) (“Eastern Virginia”) jointly announced today the completion of the merger of Eastern Virginia with and into Southern National and the completion of the merger of Eastern Virginia’s wholly-owned bank subsidiary, EVB, with and into Southern National’s wholly-owned bank subsidiary, Sonabank.  The combination brings together two banking companies with complementary business lines, creating one of the premier banking institutions headquartered in the Commonwealth of Virginia. 

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The combined company has approximately $2.6 billion in total assets, $2.0 billion in total deposits, and $1.8 billion in total loans.  The holding company will continue to operate under the name “Southern National Bancorp of Virginia, Inc.” and will maintain its corporate headquarters in McLean, Virginia.  All banking operations will be conducted through Sonabank with its headquarters in Richmond, Virginia.  The combined bank has 47 branch locations covering markets in both Maryland and Virginia, including the Washington, D.C. and Richmond, Virginia MSAs. These attractive markets are often cited as having some of the best demographic and income profiles in the country, frequently characterized by low unemployment, strong population growth, new business starts and consistent capital expenditure.   

Pursuant to the merger agreement, the holders of shares of Eastern Virginia capital stock have the right to 0.6313 shares of Southern National common stock for each share of Eastern Virginia capital stock held immediately prior to the effective date of the merger.

The executive management team of the combined company will be comprised of Joe A. Shearin as President and CEO, Georgia S. Derrico as Executive Chairman and R. Roderick Porter as Executive Vice Chairman. 

Southern National was advised in the transaction by FIG Partners LLC as financial advisor, and Alston & Bird LLP, as legal counsel.  Eastern Virginia was advised by Sandler O’Neill + Partners, L.P. as financial advisor, and Troutman Sanders LLP, as legal counsel. 

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 regarding Southern National’s expectations or predictions of future financial or business performance or conditions.  These forward-looking statements are based on the current beliefs and expectations of the management of Southern National and are inherently subject to significant business, economic, and competitive uncertainties and contingencies, many of which are beyond its control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Forward-looking statements may be identified by words such as “may,” “could,” “will,” “expect,” “believe,” “anticipate,” “forecast,” “intend,” “plan,” “prospects,” “estimate,” “potential,” or by variations of such words or by similar expressions. Forward-looking statements in this report (including in the exhibits hereto) may include, but are not limited to, statements about projected impacts of and financial results generated by the transaction. Forward-looking statements speak only as of the date they are made and Southern National assumes no duty to update forward-looking statements, except as required by law.

In addition to factors previously disclosed in Southern National’s and Eastern Virginia’s reports filed with the Securities and Exchange Commission and those identified elsewhere in this release, the following factors, among others, could cause actual results to differ materially from the results expressed in or implied by forward-looking statements and historical performance: changes in asset quality and credit risk; changes in interest rates and capital markets; the introduction, timing and success of business initiatives; competitive conditions; and the inability to recognize cost savings or revenues or to implement integration plans associated with the transaction. Annualized, pro forma, projected, and estimated numbers are used for illustrative purposes only, may not reflect actual results and may not be relied upon.

Contact: R. Roderick Porter, Executive Vice Chairman 
Phone: 202-464-1130 ext. 2406
Fax: 202-464-1134
Southern National Bancorp, NASDAQ Symbol SONA
Website: www.sonabank.com

Contact:  Joe A. Shearin, President & CEO
Phone:  804-528-4752
Southern National Bancorp, NASDAQ Symbol SONA
Website: www.sonabank.com

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