First Guaranty Bancshares to acquire Lone Star Bank in all-stock deal

First Guaranty Bancshares, Inc.

First Guaranty to issue stock valued at $23.67/share; aggregate consideration 1.5x Lone Star tangible book value.
Combined entity will have ~$3.2B assets, $2.5B loans, $2.8B deposits.
Lone Star shareholders to vote; closing conditions include regulatory approvals and effectiveness of S-4.
Lone Star directors owning ~24% of shares have entered voting agreements to support transaction.
Termination fee of $1.0M payable by Lone Star under certain circumstances.

item 1.01 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

First Guaranty Bancshares, Inc. entered into Agreement and Plan of Merger with Lone Star Bank (effective 2023-01-06).

Action: entry
Agreement: merger
Counterparty: Lone Star Bank
Effective: 2023-01-06

Exact text from the filing

On January 6, 2023, First Guaranty Bancshares, Inc. (“First Guaranty”) and its wholly-owned subsidiary, First Guaranty Bank (“FGB”), entered into an Agreement and Plan of Merger (the “Agreement”) with Lone Star Bank (“Lone Star”), pursuant to which First Guaranty will, subject to the terms and conditions set forth in the Agreement, acquire all of the issued and outstanding shares of Lone Star common stock in exchange solely for shares of First Guaranty common stock through the merger of Lone Star with and into FGB, with FGB as the surviving banking corporation (the “Transaction”).

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First Guaranty Bancshares, Inc. filing history →

Source: SEC EDGAR

accession 0001408534-23-000003

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