UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 or 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): April 8, 2013
Independent Bank Group, Inc.
(Exact Name of Registrant as Specified in Charter)
Texas | 001-35854 | 13-4219346 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1600 Redbud Boulevard, Suite 400
McKinney, TX 75069-3257
(Address of Principal Executive Offices) (Zip code)
Registrants telephone number, including area code: (972) 562-9004
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01. Other Information.
On April 8, 2013, Independent Bank Group, Inc., a Texas corporation (the Company), consummated its initial public offering of its capital stock (the Offering). In the Offering, the Company sold a total of 3,680,000 shares of its Common Stock, $0.01 par value per share (the Shares), including 480,000 shares sold pursuant to the exercise of the option to acquire additional shares that the Company had granted to the underwriters of the Offering. The price to the public in the Offering was $26.00 per share, and the aggregate net proceeds of the Offering to the Company were approximately $87.0 million, after the underwriters commissions and estimated offering expenses.
Item 9.01. Financial Statements and Exhibits.
Exhibit 99.1A copy of the press release made by the Company to announce the consummation of the Offering is included herewith as Exhibit 99.1.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: April 8, 2013
INDEPENDENT BANK GROUP, INC. | ||
By: | /s/ David R. Brooks | |
Name: | David R. Brooks | |
Title: | Chairman and Chief Executive Officer |
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Exhibit 99.1
PRESS RELEASE
Independent Bank Group, Inc. Announces Completion of Initial Public Offering
McKinney, Texas (MarketwireApril 8, 2013)
Independent Bank Group, Inc. (NASDAQ: IBTX) (Independent Bank Group), the holding company for Independent Bank, a Texas-chartered commercial bank headquartered in McKinney, Texas, today announced the closing of its initial public offering of common stock. Independent Bank Group sold a total of 3,680,000 shares of its common stock to the public (including shares sold upon the exercise of the underwriters option to purchase an additional 480,000 shares) at $26.00 per share. The offering priced on April 2, 2013.
Total net proceeds from the public offering to Independent Bank Group were approximately $87 million, after deducting the underwriters discount and commissions and estimated offering expenses. Those proceeds will be used in accordance with the companys prospectus dated April 2, 2013 relating to such public offering.
Sandler ONeill + Partners, L.P. was the book-running manager for the offering. Evercore Partners and Keefe, Bruyette & Woods acted as joint book-runners for the offering.
Independent Bank Group, 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. Independent Bank Group operates 30 banking offices in 26 communities in two market regions located in the Dallas/Fort Worth metropolitan area and the greater Austin area. As of December 31, 2012, Independent Bank Group had total assets of approximately $1.7 billion, total loans of approximately $1.4 billion and total deposits of approximately $1.4 billion.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of the securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or jurisdiction. The offering is being made only by means of a prospectus relating to the Independent Bank Group initial public offering, copies of which may be obtained for free by visiting the Securities and Exchange Commission website at http://www.sec.gov. Alternatively, a copy of the prospectus may be obtained from: Sandler ONeill + Partners, L.P., 1251 Avenue of the Americas, 6th Floor, New York, NY 10020, Attention: Prospectus Department, or calling toll-free 1-866-805-4128 or emailing syndicate@sandleroneill.com.