HCSB Merger

[Plainview, TX] Recently, the Boards of Directors of HaleCo Bancshares, Inc. and LubCo Bancshares, Inc. – the two holding companies of HCSB, a state banking association, and Citizens Bank, respectively – approved a definitive agreement to merge the two banks into one, with HCSB being the resulting bank.

Affiliated for years and sharing common ownership and directors, the two entities have entered into a ‘merger of equals’ transaction through a stock exchange as a means to expand services to customers, manage costs and operate more efficiently.

Subject to customary conditions and approval from bank regulatory authorities, the merger brings together two of the oldest and strongest community banks in the Panhandle, both very well respected and sharing a common cause and guiding principles.

The transaction is expected to close in the fourth quarter of 2012, with HCSB doing business as a wholly-owned subsidiary of HaleCo Bancshares, Inc., which also will change its name to Commerce BancShares, Inc. as a part of the proposed transaction. The resulting bank will operate under HCSB’s 1934 bank charter. Upon closing, HCSB will officially operate a total of 12 full-service banking centers and one loan production office across four key regions of Texas: the Panhandle, South Plains, Lubbock and the Hill Country.

Because of strong brand positions in the market regions the two banks currently serve independently, HCSB will continue to operate and market itself as such in the Panhandle and Hill Country, with Citizens operating and marketing itself as “Citizens Bank, a division of HCSB” in Lubbock and the South Plains. “There is no better time than the present to bring Citizens and HCSB together. Both are true community banks that believe in the power of meaningful relationships with customers and, ultimately, when merged, can remain the bank generations can count on,” comments HCSB Chairman J. David Williams.

“The coming together is truly a positive move that will allow us to bring the best to market in all our shared communities – including the expansion of trust and wealth management services and mortgage lending in Lubbock and the South Plains,” comments Citizens Bank Chairman E.W. Williams, Jr.

Executive management, corporate and bank operations, compliance, finance and credit administration for the merged organization will work out of a new facility in Lubbock, which HCSB is in the process of acquiring.

HCSB was chartered in June 1934 in Plainview, Texas and operates seven banking centers – four in West Texas (two in Plainview and one each in Hart and Tulia) and three in the Hill Country (two in Kerrville and one in Fredericksburg) – and a loan production office in Boerne. Assets as of June 30, 2012 were $397 million.

Citizens Bank was chartered in October 1932 in Slaton, Texas and operates five banking centers – one in Slaton, one in Post, one in Shamrock and two in Lubbock. Assets as of June 30, 2012 were $275 million.

Upon completion and close, it is anticipated that the combined bank will have over $700 million in assets. Characterized by consistent, conservative growth throughout their histories, HCSB and Citizens have grown into two of Texas’ most respected independent banks.