UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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):

February 4, 2019

_____________________________

 

Allegiance Bancshares, Inc.

(Exact name of Registrant as specified in its charter)

 

Texas

 

001-37585

 

26-3564100

(State or other jurisdiction of

incorporation or organization)

 

(Commission File Number)

 

(I.R.S. Employer

Identification Number)

 

8847 West Sam Houston Parkway, N., Suite 200

Houston, Texas 77040

(Address of principal executive offices)

 

(281) 894-3200

(Registrant’s telephone number, including area code)

_____________________________

 

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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

 

 

 

 

 

 

 

 


 

Item 8.01

Other Events

 

O n February 4, 2019, Allegiance Bancshares, Inc. (the “Company”), the holding company of Allegiance Bank, announced that Allegiance Bank had completed the previously announced purchase of LoweryBank, the Sugar Land location of Huntington State Bank. In connection with the purchase, Allegiance Bank acquired approximately $44.6 million in loans and $15.7 million in customer deposits. Allegiance Bank plans to consolidate its existing Sugar Land bank office into this new bank office location, which is less than one mile away.

 

Item 9.01

Financial Statements and Exhibits

 

(d) Exhibits . The following is filed as an exhibit to this Current Report on this Form 8-K:

 

Exhibit No. Description

 

99.1 Press release issued by Allegiance Bancshares, Inc. on February 4, 2019.

 


 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

Allegiance Bancshares, Inc.

 

 

 

 

By:

/s/ George Martinez

 

 

George Martinez

 

 

Chairman and Chief Executive Officer

 

 

Date:  February 4, 2019

 

 

Exhibit 99.1

 

 

PRESS RELEASE

Allegiance Bancshares, Inc.

8847 West Sam Houston Parkway N., Suite 200

Houston, Texas 77040

 

ALLEGIANCE BANCSHARES, INC.

ANNOUNCES COMPLETION OF BRANCH ACQUISITION

 

HOUSTON, Texas, February 4, 2019 - Allegiance Bank, the wholly owned subsidiary of Allegiance Bancshares, Inc. (NASDAQ: ABTX) (“Allegiance”), has completed the previously announced purchase of LoweryBank, the Sugar Land location of Huntington State Bank. In connection with the purchase, Allegiance Bank acquired approximately $44.6 million in loans and $15.7 million in customer deposits. Allegiance Bank plans to consolidate its existing Sugar Land bank office into this new bank office location, which is less than one mile away.

 

“We are excited that this branch acquisition gives us a prominent location southwest of Houston, and we welcome the former LoweryBank customers as well as our many Allegiance customers who call Sugar Land home,” said Ray Vitulli, President of Allegiance Bank. “We look forward to extending our highly personalized customer service experience and professional team of bankers to serve our customers’ banking needs in this vibrant community.”

 

About Allegiance Bancshares, Inc.

As of December 31, 2018, Allegiance was a $4.66 billion asset Houston, Texas-based bank holding company. Through its wholly owned subsidiary, Allegiance Bank, Allegiance provides a diversified range of commercial banking services primarily to Houston metropolitan area-based small to medium sized businesses and individual customers. Allegiance’s super-community banking strategy was designed to foster strong customer relationships while benefiting from a platform and scale that is competitive with larger local and regional banks. As of December 31, 2018, Allegiance Bank operated 28 full-service banking locations, with 27 bank offices and one loan production office in the Houston metropolitan area and one bank office location in Beaumont, just outside of the Houston metropolitan area. Visit www.allegiancebank.com for more information.

 

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995

 

This release may contain forward-looking statements within the meaning of the securities laws that are based on various facts and derived utilizing important assumptions, present expectations, estimates and projections about Allegiance and its subsidiaries. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could” are generally forward-looking in nature and not historical facts, although not all forward-looking statements include the foregoing words. Forward-looking statements include information concerning Allegiance’s future financial performance, business and growth strategy, projected plans and objectives, as well as projections of macroeconomic and industry trends, which are inherently unreliable due to the multiple factors that impact economic trends, and any such variations may be material. Such forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties, many of which are outside of Allegiance’s control, which may cause actual results to differ materially from those expressed or implied by the forward-looking statements. These factors may include, but are not limited to, whether Allegiance can: continue to develop and maintain new and existing customer and community relationships; successfully implement its growth strategy, including identifying suitable acquisition targets and integrating the businesses of acquired companies and banks; continue to sustain its current internal growth rate; provide quality and competitive products and services that appeal to its customers; continue to have access to debt and equity capital markets; and achieve its performance objectives. These and various other risk factors are discussed under the caption “Risk Factors” in Allegiance’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017 and in subsequent reports and statements Allegiance has filed with the Securities and Exchange Commission.  Copies of such filings are available for download free of charge from the Investor Relations section of Allegiance’s website at www.allegiancebank.com , under Financial Information, SEC Filings.  Any forward-

 


looking statement made by Allegiance in this release speaks only as of the date on which it is made.  Factors or events that could cause Allegiance’s actual results to differ may emerge from time to time, and it is not possible for Allegiance to predict all of them.  Allegiance undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

 

CONTACT: Allegiance Bancshares, Inc.

ir@allegiancebank.com