• | We announced the transformative next step for our company - Texas Capital Bank and Independent Financial will combine in a merger of equals to create the premier Texas-based super regional bank with the enhanced scale and resources to continue serving clients across the United States. |
• | Together, we will have approximately $48 billion in assets and $39 billion in deposits, creating the largest Texas headquartered bank by Texas deposits with a significant presence in Colorado, giving us a strong presence in some of the fastest growing markets in the United States. |
• | We believe that this transaction brings together two relationship-driven, client-focused and founder-led institutions with complementary lines of business and deep benches of talent. |
• | Many of you may be familiar with Independent Financial, a community financial institution based in McKinney, Texas. |
• | Independent Financial provides a wide range of relationship-driven banking products and services tailored to meet the needs of businesses, professional organizations, community groups and entrepreneurs, as well as busy families. |
• | Through our conversations with Independent Financial’s leadership team, we immediately recognized a mutual identity and a shared vision. Independent Financial not only is relationship-driven, culturally-aligned, client-focused and founder-led, but also has complementary business lines that are an outstanding fit with ours. |
• | Furthermore, like us, Independent Financial believes in the importance of maintaining important community relationships and continuing its investments to local programs and resources. |
• | The merger combines two relationship-driven, client-focused and founder-led institutions with complementary lines of business and deep benches of talent. |
• | Independent Financial has a robust commercial branch network, small business market leadership and solid deposit funding model that will match well with our corporate banking practice, powerful technology and compliance infrastructure. |
• | We will be bigger as a result of this transaction, but we recognize the importance of retaining the agile and entrepreneurial identities that have shaped our two companies. |
• | With our combined scale, a deeply experienced and talented team with similar cultures and focus on superior operational execution, we believe that together, we will be well positioned to generate enhanced value for both companies, our colleagues, clients, communities and shareholders. |
• | Today’s announcement is just the beginning of the process and it will have no impact on your day-to-day responsibilities right now. Simply put, it remains business as usual at Texas Capital. |
• | It is important to remember that until the transaction closes, which we expect to occur in mid-2020, Texas Capital and Independent Financial will continue to operate as separate, independent companies. |
• | In the coming weeks and months, the integration planning team, which will be made up of leaders from both companies, will study processes and begin the work on bringing our two exceptional organizations together. |
• | While there are many details still to be worked out, we will keep you informed throughout the process. |
• | This combination is about building an even stronger company for the future. As such, we believe that many colleagues of Texas Capital and Independent Financial will benefit from enhanced professional development and career opportunities as part of a larger, more diversified organization. |
• | Your continued focus on providing the premier client experience and stepping up as true partners in our organization is as important as ever. |
• | This combination is about building an even stronger company for the future. As such, we believe that many colleagues of Texas Capital and Independent Financial will benefit from enhanced professional development and career opportunities as part of a larger, more diversified organization. |
• | However, as in any transaction between two public companies of this size, we expect some overlap in functions and a focus on achieving cost savings. |
• | Texas Capital and Independent Financial are efficient, strong operating companies and the best thing everyone can do is continue to perform at the highest level you possibly can to deliver value for our clients. |
• | It is also important to remember that we have only just announced the agreement and many decisions about how we will combine the two companies have not yet been finalized. |
• | In the coming weeks and months, the integration planning team, which will be made up of leaders from both companies, will study processes and begin the work on bringing our two organizations together. |
• | As always, we are committed to transparency and keeping our colleagues informed as we move through this process. |
• | Rest assured, we are committed to supporting our team and treating all team members with respect and dignity through this transition. |
• | We do not expect any changes to your benefits and compensation at this time. |
• | Following the close of the transaction, any changes to compensation and benefit matters will be determined and communicated to you well in advance. |
• | Through conversations with David Brooks, President and Chief Executive Officer of Independent Financial, and the Independent Financial leadership team, we immediately recognized a mutual identity and a shared vision. |
• | Independent Financial not only is relationship-driven, culturally-aligned, client-focused and founder-led, but also has complementary business lines that are an outstanding fit with ours. |
• | Independent Financial and Texas Capital are ideal partners given our shared commitment to preserving both companies’ strong cultures of collaboration and entrepreneurial spirit in our efforts to deliver premier and differentiated client experiences. |
• | The transaction is expected to close in mid-2020, subject to satisfaction of customary closing conditions, including receipt of customary regulatory approvals and approval by the shareholders of each company. |
• | It is important to remember that until that time, Texas Capital and Independent Financial will continue to operate as separate, independent companies. |
• | The Texas Capital brand will be strong with the bank operating under our name. Upon closing of the transaction, however, the name of the combined holding company will be Independent Bank Group, Inc. and trade under the ticker IBTX, on The Nasdaq Stock Market. |
• | Independent Financial’s retail locations in Colorado will continue to operate and retain Independent Financial branding. |
• | The combined company will be led by a board and senior management team comprising members of both Texas Capital and Independent Financial. |
• | The new Chairman, President and CEO of the combined company will be David Brooks, President and Chief Executive Officer of Independent Financial. |
• | David is a proven executive with strong banking and operational expertise, in addition to integrating transactions, and we believe that he is the right individual to lead the combined organization into the future. |
• | C. Keith Cargill will continue as our CEO until the transaction is complete before transitioning into a new role as Special Advisor to the Chairman, President and CEO for several years to come. In that capacity, he will continue to assist the franchise in talent and client retention in addition to advising on key strategic initiatives. |
• | In addition, the combined company’s leadership team will include five current Texas Bank executives and four current Independent Financial executives. |
• | The corporate headquarters of the combined company will be located in McKinney, Texas. |
• | First and foremost, there were no egos involved. We structured this transaction to position the combine company for success. |
• | As one of the founders of Texas Capital, Keith has always been steadfast in his commitment to all of you, our clients, our communities and our shareholders. |
• | While this decision was not taken lightly, it was taken knowing we found a partner in Independent Financial that shares our commitment to preserving both companies’ strong cultures of collaboration, entrepreneurial spirit and deep client relationships. |
• | David and Keith agreed that operating as one company and one team on the day of closing is a critical element in achieving our goals as a combined company. |
• | In addition to being a trusted advisor, Keith looks forward to cheering on the combined company and David as we embark on this next chapter together. |
• | In the coming weeks and months, the integration planning team made up of leaders from both companies will study processes and begin the work on bringing these two exceptional organizations together. |
• | There is still a lot of work ahead and decisions to be made. We kindly ask that you understand we might not be able to answer every question immediately. |
• | As always, we are committed to transparency and will continue to keep you updated as necessary along the way. In the meantime, please remain focused on serving our clients. |
• | This combination will create a full-service financial institution with extensive strategic and client coverage. |
• | This includes building enhanced scale allowing further investment in technology to better serve clients across business lines. |
• | Importantly, both companies are committed to preserving our premier and differentiated client experiences. |
• | We will continue operating in the normal course. Clients will see no changes in their banking services and should continue to use their checks, make loan payments, conduct online banking and take advantage of other familiar services as before. |
• | Talking points will be distributed to help guide conversations with your clients. This announcement is just the beginning of the process and it is okay to acknowledge that you will not have all the answers on day one, but we are focused on a seamless transition for all clients. |
• | It is important that we speak with one voice on this matter. If you receive any inquiries, please immediately direct them to shannon.wherry@texascapitalbank.com so we can respond on your behalf. |