Date of report (Date of earliest event reported): December 17, 2014 | |||
Southside Bancshares, Inc. | |||
(Exact Name of Registrant as Specified in its Charter) | |||
Texas | 0-12247 | 75-1848732 | |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | |
1201 S. Beckham, Tyler, Texas | 75701 | ||
(Address of Principal Executive Offices) | (Zip Code) | ||
Registrant’s telephone number, including area code: (903) 531-7111 | |||
(Former Name or Former Address, if Changed Since Last Report) |
Check the appropriate box below if the Form 8-K/A 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 communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
(i) | The audited consolidated balance sheets of OmniAmerican as of December 31, 2013 and 2012, and the related consolidated statements of income, comprehensive income, changes in stockholders’ equity and cash flows for each of the two years in the period ended December 31, 2013, and the related notes and report of independent auditors thereto, required by this item are included as Exhibit 99.2 and incorporated by reference herein. |
(ii) | The unaudited consolidated balance sheet of OmniAmerican as of September 30, 2014, and related consolidated statement of income, comprehensive income, changes in stockholders’ equity and cash flows for the nine months ended September 30, 2014, and the related notes required by this item are included as Exhibit 99.3 and incorporated by reference herein. |
(i) | The unaudited pro forma combined condensed consolidated balance sheet as of September 30, 2014, and the unaudited pro forma combined condensed consolidated statements of income for the nine months ended September 30, 2014 and the year ended December 31, 2013, required by this item are included as Exhibit 99.4 and incorporated by reference herein. |
(d) | Exhibits. |
2.1 | Agreement and Plan of Merger, dated April 28, 2014, by and among Southside Bancshares, Inc., Omega Merger Sub, Inc. and OmniAmerican Bancorp, Inc. (incorporated by reference to Exhibit 2 to the Company’s Quarterly Report on Form 10-Q, as filed on May 9, 2014). | |
23.1 | Consent of KPMG LLP. | |
99.1 | Press Release issued by Southside Bancshares, Inc. dated December 18, 2014, relating to completion of the Acquisition (incorporated herein by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2014). | |
99.2 | Audited Consolidated Financial Statements of OmniAmerican Bancorp, Inc. as of and for the years ended December 31, 2013 and 2012. | |
99.3 | Unaudited Consolidated Financial Statements of OmniAmerican Bancorp, Inc. as of and for the nine months ended September 30, 2014. | |
99.4 | Unaudited Pro Forma Condensed Combined Financial Statements. |
Southside Bancshares, Inc. | ||
Date: March 2, 2015 | By: | /s/ Sam Dawson |
Sam Dawson | ||
President and Chief Executive Officer |
2.1 | Agreement and Plan of Merger, dated April 28, 2014, by and among Southside Bancshares, Inc., Omega Merger Sub, Inc. and OmniAmerican Bancorp, Inc. (incorporated by reference to Exhibit 2 to the Company’s Quarterly Report on Form 10-Q, as filed on May 9, 2014). | |
23.1 | Consent of KPMG LLP. | |
99.1 | Press Release issued by Southside Bancshares, Inc. dated December 18, 2014, relating to completion of the Acquisition (incorporated herein by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 18, 2014). | |
99.2 | Audited Consolidated Financial Statements of OmniAmerican Bancorp, Inc. as of and for the years ended December 31, 2013 and 2012. | |
99.3 | Unaudited Consolidated Financial Statements of OmniAmerican Bancorp, Inc. as of and for the nine months ended September 30, 2014. | |
99.4 | Unaudited Pro Forma Condensed Combined Financial Statements. |