TYLER, Texas and LUFKIN, Texas – July 31, 2018. Steele Holdings, Inc. (“SHI”), parent company of Arp, Texas-based wholly-owned subsidiary, American State Bank (“ASB”), today announced that it has entered into definitive agreements to acquire 100% of the issued and outstanding shares of common stock of Joaquin Bankshares, Inc. (“JBI”), and, thereby, indirectly acquire its wholly-owned subsidiary, Joaquin, Texas-based Texas State Bank (“TSB”).  Pending regulatory approval and satisfaction of certain other closing conditions, the bank holding companies are expected to merge in late-2018, with SHI being the successor of the merger.  In addition, pending applicable regulatory approval, it is expected that American State Bank and Texas State Bank will merge in early-2019, with American State Bank being the successor party of the merger.

 

 

 

Texas State Bank, a Texas banking association, has a total of seven offices, with one office in each of Huntington (Angelina County), Lufkin (Angelina County), Center (Shelby County), Timpson (Shelby County) and Chester (Tyler County), Texas and two offices in Joaquin (Shelby County), Texas.  These offices span across six unique cities and three unique counties in Texas.  Upon the anticipated merger of the two banks, the combined entity will have thirteen offices in nine cities and four counties across Texas.

 

 

 

As of June 30, 2018, Texas State Bank had total assets of $130.8 million.  On a combined bases, American State Bank and Texas State Bank would have approximately $414.5MM in total assets.

 

 

 

“I am excited to announce the proposed acquisition of, and merger with, Joaquin Bankshares, Inc. and Texas State Bank,” said Kelly Sanders, President and CEO of American State Bank.  “This merger with Texas State Bank makes sense for our customers and employees as both institutions share commonality in core values, sense of culture, and philosophy related to community banking.  Combining our banks will allow us to better serve the growing needs of our customers, the customers of Texas State Bank, and provides new opportunities for the development and growth of the employees of our combined organization.” 

 

 

 

“We are thrilled to be joining American State Bank,” said Mark Lowery, President and CEO of Texas State Bank.  “This partnership will further strengthen our ability to meet the broadening needs of our customers through an expanded suite of products and services coupled with the benefits of an expanded geographic footprint.  As a combined bank, we will be well-positioned to build a great foundation for future success and growth, leading to significant immediate and long-term benefits for our employees and customers.  We are very proud of our institution and the many great people that have contributed to making Texas State Bank the great bank it is today.  We look forward to continuing our success under new ownership and in partnership with American State Bank.”

 

 

 

“Texas State Bank is a tremendous organization with a rich history of going above and beyond the call of duty in serving the needs of its customers, communities, and employees,” noted Brandon T. Steele, Chairman of the Board and sole owner of SHI.  “We are excited to have the Texas State Bank team join our growing bank.  We share the same core values and commitment to the businesses that are the primary drivers of job growth and economic prosperity in the communities we serve.  As a combined company, we look forward to broadening our ability to better serve our expanding customer base across Texas.  Mark, and the entire Texas State Bank family, should be very proud of the exceptional bank they have built.”

 

 

 

Steele Holdings, Inc. was advised in this transaction by Hunton, Andrews Kurth LLP, as legal counsel.  Joaquin Bankshares, Inc. was advised by Fenimore, Kay, Harrison and Ford, LLP, as legal counsel.