DALLAS, September 21, 2021 (GLOBE NEWSWIRE) – Veritex Holdings, Inc. (Nasdaq: VBTX) (“Veritex†or the “Companyâ€), the parent holding company of Veritex Community Bank, today announced the signing of a definitive agreement agreement under which a newly formed subsidiary of Veritex Community Bank will acquire North Avenue Capital, LLC (“NAC†or “North Avenue Capitalâ€) to become a subsidiary of Veritex Community Bank.
The transaction will make Veritex Community Bank a leading player in the USDA Business and Industry Loan (“B&Iâ€) program. It reinforces Veritex’s strategy of diversifying revenue sources and generating a significant gain on loan sales and management costs. Veritex will be able to leverage NAC’s loan finder technology to further improve Veritex’s products and services. Additionally, Veritex will provide additional resources and expertise to complement NAC’s experienced team and Veritex Community Bank’s proven strategy.
Veritex Chairman and CEO C. Malcolm Holland said, “We are very excited about the acquisition of North Avenue Capital. We have been interested in expanding our existing presence in the USDA lending space for some time and have been impressed with what we have learned about North Avenue Capital and its employees. This transaction provides us with the opportunity to become the premier player in the USDA B&I lending space and we look forward to working with the North Avenue Capital team in the future. “
NAC Founder and CEO Ben Chatraw said, “Our acquisition by Veritex provides us with an excellent opportunity to grow our business. We will be able to improve our capabilities and we believe our customers, employees and shareholders will all benefit. “
Pursuant to the Merger Agreement, upon completion of the Merger, Veritex will pay $ 57.5 million in cash to existing NAC shareholders, subject to adjustments. Three years after the completion of the transaction, NAC is entitled, subject to adjustment, to receive an additional $ 5 million in cash subject to certain performance measures. After Closing, NAC will continue to operate under its current name and brand and in its current offices, as a wholly owned subsidiary of Veritex Community Bank. The transaction is expected to be finalized in the fourth quarter of 2021.
Veritex was advised in this transaction by Keefe, Bruyette & Woods, A Stifel Company, and Covington & Burling LLP acted as legal counsel. NAC was advised by Harbor View Advisors and Allen C. Ewing, and Womble Bond Dickinson acted as legal counsel.
About Veritex Holdings, Inc. Headquartered in Dallas, TX, Veritex is a banking holding company that conducts banking business through its wholly owned subsidiary, Veritex Bank, with locations in the Dallas Metrox- Fort Worth and the greater Houston area. Veritex Bank is a Texas state chartered bank regulated by the Texas Department of Banking and the Federal Reserve System Board of Governors. For more information, visit www.veritexbank.com.
About North Avenue Capital, LLC Based in Ponte Vedra, Fla., NAC is a regulated, non-depository government guaranteed lender. NAC grants and manages loans exclusively through the USDA B&I Guaranteed Loan Program under the USDA Rural Development Program. Outside of Ponte Vedra, Florida, NAC has regional offices in Georgia, Nevada, and Texas. For more information, visit www.northavenue.com.
Forward-looking statements This press release includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on various facts and derived from material assumptions, current expectations, estimates and projections and are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to differ materially from future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements include, without limitation, statements relating to the impact Veritex expects its proposed acquisition of NAC to have on its operations, financial condition and financial results, and Veritex’s expectations regarding its ability to successfully integrate the combined businesses and the amount of cost savings and overall operational efficiencies that Veritex expects to achieve as a result of the proposed acquisition. Forward-looking statements also include statements about future financial performance, Veritex’s business and growth strategy, projected plans and targets, and other projections based on macroeconomic and industry trends, which are inherently unreliable due to multiple factors that have an impact on economic trends, and such variations can be significant. Statements preceded, followed by or which otherwise include the words “believes”, “expects”, “anticipates”, “intends”, “projects”, “estimates”, “plans” and similar expressions or future or conditional verbs such as “” will “,” should “,” would “,” could “and” could “are generally forward-looking in nature and not historical facts, although not all forward-looking statements include what is precedes. In addition, certain important factors could affect future results and cause actual results to differ materially from those expressed in forward-looking statements, including, but not limited to, the possibility that the proposed acquisition will not be completed. on time or not at all due to regulatory requirements, shareholder or other approvals and other closing conditions are not received or met in a timely manner or not at all, close failure for any other reason, that the businesses of Veritex and NAC will not be integrated successfully, that the cost savings and any synergies resulting from the proposed acquisition may not be fully realized or may take longer than expected, an interruption of the acquisition proposed making it more difficult to maintain relationships with employees, customers or other parties with whom Veritex or NAC has a business relationship, the diversion of management time on acquisition-related matters, the reaction to the transaction of corporate customers, employees and counterparties and other factors, many of which are beyond the control of Veritex and NAC. We refer you to the “Risk Factors†and “Management’s Discussion and Analysis of Financial Condition and Results of Operations†sections of Veritex Annual Report on Form 10-K for the year ended December 31, 2020 and any update of these risk factors as set out in Veritex Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other documents filed with the SEC and available on the SEC website at www.sec.gov. If one or more events relating to these or other risks or uncertainties materialize, or if Veritex’s underlying assumptions prove to be incorrect, actual results may differ materially from what Veritex or NAC anticipates. Therefore, you should not place undue reliance on these forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made. Neither Veritex nor NAC undertakes, and specifically disclaims any obligation, to update or revise forward-looking statements, whether as a result of new information, future developments or otherwise. All forward-looking statements, express or implied, included in this press release are expressly qualified in their entirety by the cautionary statements contained or referred to herein.
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