Allegiance, CBTX eye merger to form $11B-asset bank

Dive Brief:

Allegiance Bancshares and CBTX have entered into a definitive agreement to merge to form a bank with more than $11 billion in assets, the parent companies behind the two largest community banks in Houston announced in a joint press release Monday.
The all-stock deal is expected to close in the second quarter of 2022, according to the press release. The combined entity will have the 17th-largest deposit market share in Texas and an equity market capitalization of $1.5 billion, the banks said.
The companies did not disclose a sale price but said Allegiance shareholders will receive 1.4184 shares of CBTX common stock for each share of Allegiance stock owned.

Dive Insight:

"Bringing two of the Houston region's best community banks together is a great thing for our communities," Bob Franklin, CBTX's chairman, CEO and president, said in a statement. "The combination enhances our ability to deliver for our communities, shareholders, customers and employees in a better way than either company could achieve alone and gives us the ability to compete in the next generation of banking. The combined company will unify under new branding to be identified prior to the completion of the merger."

The 14-person board of directors of the combined company will be evenly split between the two banks. Franklin is slated to become the CEO of the new company, and Allegiance CEO Steve Retzloff will become executive chairman.

Allegiance Bancshares oversees approximately $6.8 billion in assets as of Sept. 30.

Upon the completion of the merger, Allegiance shareholders will own around 54% of the combined company and CBTX shareholders will own approximately 46%, according to the press release.

The companies estimate the deal will generate 40% accretion to CBTX’s 2023 earnings per share and 17% to Allegiance’s.

"We are very excited to partner with CBTX with whom we share culture, strategic vision and a commitment to our stakeholders," Retzloff said in a statement. "This transaction is a true merger of equals, combining the best of our highly respected community banks which better positions us to serve our customers and drive enhanced financial performance."

Investor rights law firm Halper Sadeh LLP on Monday launched an investigation into whether the merger gives CBTX shareholders a fair shake. The firm announced a similar investigation in September regarding a merger between First Interstate and Great Western.