FirstCapital Bank of Texas and Fidelity Bank to Merge

Midland, Texas – FirstCapital Bank of Texas, N.A. and Fidelity Bank, together announce the signing of a definitive agreement in which Fidelity Bank will merge with FirstCapital Bank of Texas (FCB) in a stock and cash transaction.  Upon completion of the merger, Fidelity Bank will merge with and into FCB with FCB being the surviving bank.  The combined bank will have approximately $1.6 billion in total assets, $1.3 billion in total loans, and $1.4 billion in total deposits with sixteen locations across Texas.

FCB operates from its main office in Midland, Texas, with 10 branches located throughout West Texas, the Texas Panhandle, and the Texas Hill Country, with a full-service branch set to open in Dallas in early 2019.  As of September 30, 2018, First Bancshares, Inc., the holding company for FCB, on a consolidated basis, reported total assets of $1.1 billion and total deposits of $949 million.  FB Bancshares is the holding company for Fidelity Bank, which is headquartered in Wichita Falls, TX and operates six branches in Wichita Falls and surrounding communities.  As of September 30, 2018, Fidelity reported total assets of $517 million and total deposits of $401 million.

“As a community bank, we value the communities we serve,” said FCB Chairman Ken Burgess. “We are excited to add Fidelity’s customers, employees and communities to our FCB family.  We feel Wichita Falls and the surrounding communities fit our bank’s model extremely well and look forward to continuing to live out our culture in these new communities.”

“We are excited about the opportunities that the merger with FirstCapital Bank of Texas will bring, not only to our current Fidelity customers, but our communities as well,” said Fidelity Bank President and CEO, Tommy McCulloch, Jr.  “Like Fidelity Bank, FirstCapital Bank of Texas is a bank with a commitment to exceptional customer service and community investment. I genuinely believe that together we will be able to leverage our strengths, relationships and team members to further benefit our customers and communities.”

The acquisition is a stock and cash transaction and the current shareholders of Fidelity Bank will be significant owners of the combined company.  Upon consummation of the transaction, two members of Fidelity’s board will join the Board of Directors of First Bancshares of Texas, Inc. and one will join the Board of Directors of FirstCapital Bank of Texas.

The transaction has been approved by the Boards of Directors of both companies and is currently expected to close during the first quarter of 2019.  The transaction is subject to customary conditions, including the approval by shareholders of First Bancshares of Texas, Inc. and FB Bancshares as well as customary regulatory approvals.

Piper Jaffray & Co. served as financial advisor to First Bancshares of Texas, Inc. and rendered a Fairness Opinion to the Board of Directors.  Alston & Bird, LP served as First Bancshares’ legal counsel.  Stephens Inc. served as financial advisor to FB Bancshares and rendered a Fairness Opinion to the Board of Directors.  Norton Rose Fulbright, LP served as FB’s legal counsel.

Further information can be found on the FirstCapital Bank of Texas website at FCBTexas.com/Fidelity. For more information or for customer inquiries, please call 844.322.8392.

About FirstCapital Bank of Texas, N.A.

With headquarters in Midland, Texas, FirstCapital opened its doors for business on Nov. 17, 1998. FirstCapital is a locally owned and managed, independent community bank serving predominantly the people of West Texas, the Texas Panhandle and the Texas Hill Country with offices in Amarillo, Fredericksburg, Horseshoe Bay, Lubbock, Marble Falls and Midland. FirstCapital Bank is committed to placing “You above all,” which means we place the well-being of our customers, team members and community above all else. We are here to help you achieve your financial, business and life goals and have the highest quality products and services to help you do just that. Click here to visit the FirstCapital Bank of Texas website. Member FDIC.

About Fidelity

FB Bancshares, Inc.  is a bank holding company that conducts banking activities through its wholly owned subsidiary, Fidelity Bank, a Texas state bank based in Wichita Falls, Texas.  For more information, visit www.fidelitybankwf.com.

For more information, contact:

Katie Boyd
Chief Marketing Officer, FirstCapital Bank of Texas
KBoyd@FCBTexas.com

Don Cosby
President, First Bancshares of Texas, Inc.
DCosby@FCBTexas.com