By Arasu Kannagi Basil
(Reuters) -Regional lender SouthState Corp will buy Texas-based smaller rival Independent Bank Group (NASDAQ:IBTX) for about $2 billion, the companies said on Monday, creating a combined entity with $65 billion in total assets.
The all-stock deal will help SouthState enter Texas and Colorado, the two states where it does not have a footprint.
The move underscores the growing consolidation in the U.S. regional banking industry, which has been under pressure since last year after the collapse of three mid-sized lenders. Elevated exposures to the commercial real estate (CRE) sector have also hurt their balance sheets.
Last month, regional bank UMB Financial (NASDAQ:UMBF) agreed to buy peer Heartland Financial in an about $2 billion deal.
As part of the agreement, Independent Bank (NASDAQ:INDB) shareholders will receive 0.60 shares of SouthState for each stock they own. The deal values Independent Bank at $48.51 per share, representing a 10.4% premium to the stock's last close.
Shares of McKinney, Texas-based Independent Bank, which had about $18.9 billion in total assets as of March-end, rose 6.7%, while Winter Haven, Florida-based SouthState fell 1.1%.
The acquisition solves Independent Bank's CRE concentration issue, which was above most peers at 405% of total risk-based capital, Truist analyst Brandon King wrote in a note.
SouthState expects the combined entity's pro-forma CRE concentration to be 285%, below the regulatory guidelines of 300%.
The fact that there is no branch overlap is a net positive from a deal approval perspective, Raymond James analyst Michael Rose said.
Three Independent Bank directors, including CEO David Brooks, will join SouthState's board after the completion of the deal.
If the deal fails to go through, either Independent Bank will pay SouthState a termination fee of $60.9 million or SouthState will pay Independent Bank $186 million, as applicable.
The transaction is expected to close by the end of the first quarter of 2025.
Raymond James and Keefe, Bruyette & Woods were the financial advisers to SouthState and Independent Bank, respectively.