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PB > SEC Filings for PB > Form 8-K on 28-Jun-2012All Recent SEC Filings

Show all filings for PROSPERITY BANCSHARES INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for PROSPERITY BANCSHARES INC


28-Jun-2012

Other Events, Financial Statements and Exhibits


Item 8.01 Other Events.

On June 27, 2012, Prosperity Bancshares, Inc. ("Prosperity") issued a press release announcing that it and Prosperity Bank, a Texas banking association and wholly-owned subsidiary of Prosperity, had entered into an Agreement and Plan of Reorganization (the "Agreement") with Community National Bank, Bellaire, Texas (the "Bank") pursuant to which the Bank will merge with and into Prosperity Bank with Prosperity Bank as the surviving entity.

Under the terms of the Agreement, all outstanding stock of the Bank will be converted into the right to receive an aggregate of 372,396 shares of Prosperity common stock, plus cash in lieu of any fractional share, and an amount of cash equal to $11,440,000, subject to certain conditions and potential adjustments as described in the Agreement. The transaction is subject to customary closing conditions, including the receipt of regulatory approvals and approval of the shareholders of the Bank. The transaction is expected to close during the fourth quarter of 2012, although delays could occur.

The press release announcing the transaction is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following is furnished as an exhibit to this Current Report on Form 8-K:

Exhibit
Number       Description of Exhibit

99.1         Press Release issued by Prosperity Bancshares, Inc. dated June 27, 2012.


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