Jul. 1 at 11:25 AM
$ISTR Investar Holding to acquire Wichita Falls Bancshares in cash, stock transaction
Investar Holding and Wichita Falls Bancshares entered into a definitive agreement pursuant to which Investar will acquire Wichita Falls for cash and stock consideration. In connection with the proposed acquisition, Investar also announced today a private placement of
$32.5M of its newly designated 6.5% Series A Non-Cumulative Perpetual Convertible Preferred Stock.Headquartered in Wichita Falls, Texas, Wichita Falls' wholly-owned subsidiary, First National Bank, operates seven branches and two mortgage offices in north Texas and had approximately
$1.5B in assets at March 31, 2025.
First National Bank, chartered in 1986, operates as a full-service community bank, providing banking solutions including personal and business checking accounts, savings accounts, certificates of deposit, personal and business loans, and mortgage solutions and services. Additionally, the bank offers online and mobile banking platforms. First National Bank serves small business owners, taxing authorities, cities, counties, school districts, water districts, hospital districts, and government entities.
For Investar, the merger represents the continued execution of its multi-state expansion strategy with its second acquisition in Texas and first in the north Dallas market, further bolstering its geographic footprint within Texas and positioning the Bank to continue to build on its existing record of growth and client service under the leadership of its current management team. For First National Bank, the transaction is expected to provide the benefits of additional financial strength and the expanded resources of a larger banking enterprise. Although First National Bank will transition to the Investar Bank name, experienced bank staff is expected to remain substantially intact, continuing to provide exemplary and personal service to its growing customer base.
The definitive agreement has been unanimously approved by the boards of directors of Investar and Wichita Falls, and the closing of the transaction, which is expected to occur in the fourth quarter of 2025, is subject to customary conditions, including shareholder and regulatory approvals. The definitive agreement provides that upon the closing of the transaction, Wichita Falls shareholders will be entitled to receive an aggregate of 3,955,334 shares of Investar common stock, and cash consideration of
$7.2M, in exchange for their shares, subject to adjustment under certain circumstances. Based on the closing price of
$19.32 for Investar common stock on June 30, 2025, the transaction would result in aggregate consideration of approximately
$83.6M, or
$134.67 per share of Wichita Falls common stock.
