Bracewell Represents Prosperity Bancshares, Inc.® in Definitive Merger Agreement With LegacyTexas Financial Group, Inc.

HOUSTON – Bracewell LLP represented Prosperity Bancshares, Inc.® (NYSE: PB) (Prosperity), the parent company of Prosperity Bank®, in connection with the signing of a definitive merger agreement with LegacyTexas Financial Group, Inc. (NASDAQ: LTXB) (LegacyTexas), the parent company of LegacyTexas Bank (LegacyTexas Bank), pursuant to which LegacyTexas will merge with Prosperity.

LegacyTexas Bank operates 42 locations in 19 North Texas cities in and around the Dallas-Fort Worth area. As of March 31, 2019, LegacyTexas, on a consolidated basis, reported total assets of $9.3 billion, total gross loans of $8.1 billion and total deposits of $7.1 billion. Under the terms of the merger agreement, stockholders of LegacyTexas will receive 0.5280 shares of Prosperity common stock and $6.28 cash for each LegacyTexas share, subject to certain conditions. Based on Prosperity’s closing price of $67.24 on June 14, 2019, the total consideration was valued at approximately $2.1 billion, or approximately $41.78 per share.

The transaction is the second largest bank merger in the history of Texas.

Bracewell lawyers involved in the transaction included:

Partners: William S. Anderson, Jason M. Jean, Scott C. Sanders, Aaron P. Roffwarg, Timothy A. Wilkins and Bryan S. Dumesnil

Associates: Benjamin J. Martin and Shannon Baldwin