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Press release from PR Newswire

Prosperity Bancshares, Inc.® Completes Merger With Coppermark Bancshares, Inc.

Monday, April 01, 2013

Prosperity Bancshares, Inc.® Completes Merger With Coppermark Bancshares, Inc.

06:05 EDT Monday, April 01, 2013

HOUSTON, April 1, 2013 /PRNewswire/ -- Prosperity Bancshares, Inc.® ("Prosperity") (NYSE: PB), the parent company of Prosperity Bank®, announced the completion of the merger with Coppermark Bancshares, Inc. ("Coppermark") and its wholly owned subsidiary Coppermark Bank, headquartered in Oklahoma City, Oklahoma, whereby Coppermark was merged with and into Prosperity and Coppermark Bank was merged with and into Prosperity Bank, effective on April 1, 2013.

Coppermark Bank operates nine (9) full-service banking offices: six (6) in Oklahoma City, Oklahoma and surrounding areas and three (3) in the Dallas, Texas area.  As of December 31, 2012, Coppermark reported, on a consolidated basis, total assets of $1.3 billion, total loans of $853.4 million and total deposits of $1.2 billion.

Under the terms of the definitive agreement, Prosperity issued approximately 3,258,845 shares of Prosperity common stock plus $60.0 million in cash for all outstanding shares of Coppermark capital stock. 

Russell E. Swarts, Chairman of Coppermark will serve the combined entity as Senior Chairman ? Central Oklahoma Region.  Thomas Legan, Coppermark's President, will become Chairman ? Central Oklahoma Region and will be responsible for the day-to-day operations and management of all Oklahoma locations.  Jacque Fiegel, Coppermark's Chief Operating Officer, will become President ? Central Oklahoma Region and will be responsible for retail and business banking functions of all Oklahoma locations and certain operational matters for the combined entity.  Jeff Russell, Coppermark's President of the Oklahoma Market and Chief Credit Officer, will also be President ? Central Oklahoma Region and will be responsible for lending in Oklahoma.

David Zalman, Chairman and Chief Executive Officer of Prosperity, commented, "I would like to welcome all the customers, associates, directors and shareholders to our combined company.  It is very exciting to team up with such a dedicated team of professionals.  Coppermark is noted for the personal service it provides to its customers as well as the loyalty and dedication of the associates to the company.  It is our combined goal to continue the culture that Coppermark has been so successful at nurturing."

"We have worked for 50 years to build a strong bank with a reputation for integrity and exceptional customer service," said Russell Swarts, Chairman of Coppermark.  "We are excited about the opportunities for our customers, employees and shareholders to join a strong and community-driven bank like Prosperity with a dynamic presence in Texas and now Oklahoma."

"Prosperity and Coppermark both have a long and consistent record of success, and this merger provides our customers with significantly expanded banking opportunities while maintaining our high level of personal service," said Thomas Legan, President and Chief Executive Officer of Coppermark. 

Coppermark was advised in this transaction by Commerce Street Capital, LLC as financial advisor and Fenimore, Kay, Harrison & Ford, LLP and Cheek & Falcone, PLLC as legal counsel.  Bracewell & Giuliani LLP was legal counsel to Prosperity. 

Prosperity Bancshares, Inc.®

Prosperity Bancshares Inc.® is a $14.6 billion Houston, Texas based regional financial holding company, formed in 1983. Operating under a community banking philosophy and seeking to develop broad customer relationships based on service and convenience, Prosperity offers a variety of traditional loan and deposit products to its customers, which consist primarily of small and medium sized businesses and consumers. In addition to established banking products, Prosperity offers a complete line of services including: Internet Banking services at http://www.prosperitybankusa.com, Retail Brokerage Services, MasterMoney Debit Cards, 24 hour voice response banking, Trust and Wealth Management and Mobile Banking.  Since completing the merger with Coppermark, Prosperity now operates two hundred and twenty-four (224) full service banking locations; fifty-nine (59) in the Houston area; twenty (20) in the South Texas area including Corpus Christi and Victoria; thirty-eight (38) in the Dallas/Fort Worth area; twenty-three (23) in the East Texas area; thirty-four (34) in the Central Texas area including Austin and San Antonio; thirty-four (34) in the West Texas area including Lubbock, Midland/Odessa and Abilene; ten (10) in the Bryan/College Station area; and six (6) in the Central Oklahoma area.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: This release contains forward-looking statements within the meaning of the securities laws that are based on current expectations, assumptions, estimates and projections about Prosperity and its subsidiaries.  These forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties, many of which are outside of Prosperity's control, that may cause actual results to differ materially from those expressed or implied by the forward-looking statements.  These risks and uncertainties include but are not limited to whether Prosperity can: successfully identify acquisition targets and integrate the businesses of acquired companies and banks;  continue to sustain its current internal growth rate or total growth rate; provide products and services that appeal to its customers; continue to have access to debt and equity capital markets; and achieve its sales objectives.  Other risks include, but are not limited to: the possibility that credit quality could deteriorate; actions of competitors; changes in laws and regulations (including changes in governmental interpretations of regulations and changes in accounting standards); a deterioration or downgrade in the credit quality and credit agency ratings of the securities in Prosperity's securities portfolio; customer and consumer demand, including customer and consumer response to marketing; effectiveness of spending, investments or programs; fluctuations in the cost and availability of supply chain resources; economic conditions, including currency rate fluctuations and interest rate fluctuations and weather. These and various other factors are discussed in Prosperity's Annual Report on Form 10-K for the year ended December 31, 2012 and other reports and statements Prosperity has filed with the SEC. Copies of the SEC filings for Prosperity Bancshares® may be downloaded from the Internet at no charge from www.prosperitybankusa.com.

SOURCE Prosperity Bancshares, Inc.

For further information: Prosperity Bancshares, Inc.® David Zalman, Chairman and Chief Executive Officer, +1-281-269-7199, david.zalman@prosperitybankusa.com

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