McKinney, Texas-based Independent Bank Group Inc. is acquiring Denver-based Guaranty Bancorp in an all-stock transaction valued at about $1.0 billion.
Guaranty Bancorp will merge with and into Independent Bank Group, and Guaranty Bank and Trust Co. will merge with and into Independent Bank. Guaranty Bancorp shareholders will receive 0.45 of an Independent Bank Group common share for each Guaranty Bancorp common share owned. The aggregate deal value is about $35.37 per Guaranty Bancorp common share based on the May 21 closing price of Independent Bank Group common stock of $78.60.
On a per-share basis, SNL calculates that the deal value is 252.5% of book, 319.0% of tangible book and 23.7x earnings. It is 27.42% of assets, 33.67% of deposits and the tangible book premium-to-deposits ratio is 22.95%.
For reference, SNL valuations for bank and thrift targets in the Southwest region between May 22, 2017, and May 22, 2018, averaged 130.47% of book, 130.47% of tangible book and had a median of 78.05x last-12-months earnings, on a per-share basis.
The deal has a one-day premium of 15.21%, based on Guaranty Bancorp's May 21 closing price of $30.70, and a one-month premium of 20.51%, based on its April 23 closing price of $29.55.
After the deal closes, Guaranty Bancorp President and CEO Paul Taylor and Chairman Edward Cordes will join Independent Bank Group's board. Guaranty Bank and Trust President Michael Hobbs will serve as Independent Bank's Colorado market CEO.
Independent Bank Group expects the deal to be about 6.5% accretive to earnings per common share in 2020 and about 4.7% dilutive to tangible book value per share at closing with an earn-back period of 3.1 years.
Guaranty Bancorp reported total assets of $3.7 billion, total deposits of $3.0 billion and total tangible common equity of $324.8 million on a consolidated basis as of March 31. It has 32 branches along the Front Range in Colorado, including 14 in the Denver area.
SNL data shows that Independent Bank Group will expand Colorado by 32 branches to be ranked seventh with a 2.41% share of about $132.59 billion in total market deposits.
The deal is expected to close during the fourth quarter. Independent Bank Group received a fairness opinion from Stephens Inc. and was represented by Wachtell Lipton Rosen & Katz as legal counsel. Guaranty Bancorp was advised by Keefe Bruyette & Woods Inc. and represented by Shapiro Bieging Barber Otteson LLP as legal counsel.
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