0000950129-01-503307.txt : 20011009
0000950129-01-503307.hdr.sgml : 20011009
ACCESSION NUMBER: 0000950129-01-503307
CONFORMED SUBMISSION TYPE: 425
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20011002
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: STERLING BANCSHARES INC
CENTRAL INDEX KEY: 0000891098
STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022]
IRS NUMBER: 742175590
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 425
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-20750
FILM NUMBER: 1750901
BUSINESS ADDRESS:
STREET 1: 15000 NORTHWEST FRWY STE 308
CITY: HOUSTON
STATE: TX
ZIP: 77040
BUSINESS PHONE: 7134668300
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: STERLING BANCSHARES INC
CENTRAL INDEX KEY: 0000891098
STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022]
IRS NUMBER: 742175590
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 425
BUSINESS ADDRESS:
STREET 1: 15000 NORTHWEST FRWY STE 308
CITY: HOUSTON
STATE: TX
ZIP: 77040
BUSINESS PHONE: 7134668300
425
1
h91102e425.txt
STERLING BANCSHARES, INC.
1
Filed by Sterling Bancshares, Inc.
Pursuant to Rule 425 under the Securities Act of 1933
Subject Company: Community Bancshares, Inc.
Commission File No. 333-86487
Date: October 2, 2001
Sterling Bancshares, Inc. has previously filed with the Securities and Exchange
Commission a registration statement on Form S-4 to register shares of Sterling
Bancshares' common stock to be issued in one or more transactions involving the
acquisitions of other businesses, properties or securities. In connection with
the proposed transaction among Sterling Bancshares , Sterling Bancorporation,
Inc. and Community Bancshares, Inc., the shares of common stock to be issued by
Sterling Bancshares to the shareholders of Community Bancshares have been
registered under the registration statement on Form S-4 previously filed with
the Securities and Exchange Commission. Investors and security holders are
advised to read the registration statement and prospectus included within the
registration statement, together with the prospectus supplement filed by
Sterling Bancshares because they contain important information about Sterling
Bancshares. Investors and security holders may obtain free copies of these
documents through the website maintained by the SEC at http://www.sec.gov. Free
copies of the prospectus and prospectus supplement may also be obtained by
directing a request through the investor relations portion of Sterling
Bancshares' website at http://banksterling.com or by mail to Sterling
Bancshares, Inc., 2550 North Loop West, Suite 600, Houston, Texas 77092, Attn:
Investor Relations. Sterling's telephone number is (713) 466-8300.
Certain of the statements contained herein that are not historical facts are
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995 that involve risks and uncertainties, including,
but not limited to, the following: general business and economic conditions in
the markets Sterling Bancshares serves may be less favorable than anticipated
which could decrease the demand for loan, deposit and other financial services
and increase loan delinquencies and defaults; changes in market rates and prices
may adversely impact the value of securities, loans, deposits and other
financial instruments; Sterling Bancshares' liquidity requirements could be
adversely affected by changes in its assets and liabilities; legislative or
regulatory developments including changes in laws concerning taxes, banking,
securities, insurance and other aspects of the financial securities industry;
competitive factors may increase, including product and pricing pressures among
financial services organizations; and changes in fiscal and governmental
policies of the United States federal government could have an adverse effect on
Sterling Bancshares' business. Please also read the additional risks and factors
described from time to time in Sterling Bancshares' reports filed with the
Securities and Exchange Commission, including Sterling Bancshares' Annual Report
on Form 10-K for the fiscal year ended December 31, 2000.
The following is a press release issued on October 2, 2001, by Sterling
Bancshares concerning the execution of the definitive Agreement and Plan of
Merger with Community Bancshares which provides for the merger of Community
Bancshares with and into Sterling Bancorporation, Inc., a wholly owned
subsidiary of Sterling Bancshares.
2
NEWS RELEASE
For More Information Contact: For Release - October 2, 2001
Eugene S. Putnam, Jr.-Chief Financial Officer
713-507-7292
STERLING BANCSHARES TO ACQUIRE HOUSTON BASED
COMMUNITY BANCSHARES OF KATY, TEXAS
HOUSTON, Texas, October 2, 2001 - Sterling Bancshares, Inc. (Nasdaq: SBIB)
announced today that it has entered into a definitive agreement to acquire
Community Bancshares, Inc. of Katy, Texas, in a cash and stock merger. The
transaction is expected to close during the 2001 fourth quarter.
Community Bancshares, Inc. of Katy, Texas is the privately held bank holding
company of Community Bank, which operates two banking offices in Western
Houston. As of June 30, 2001, Community had assets of $114 million, loans of $77
million and $106 million in deposits.
J. Downey Bridgwater, President of Sterling said, "The merger with Community
Bancshares extends our reach in the greater Houston marketplace. Coupled with
the closing of our Lone Star Bank acquisition in August, it clearly reinforces
our belief that Houston continues to be a terrific market with plenty of growth
opportunities. Furthermore, we believe Community's established management team
has the leadership and management skills to execute our local banking
philosophy."
"We are very pleased to join the Sterling team," commented Richard E. Hamner,
Vice Chairman of Community. "Sterling is a strong local institution which we
believe will allow us to expand the services we offer our customers, while
maintaining the close ties to our community. Through this merger our customers
will benefit from additional product offerings as well as enhanced convenience."
Sterling Bancshares, Inc. is a Houston-based bank holding company that operates
36 community-banking offices in the greater metro areas of Dallas, Houston, San
Antonio, and South Texas. Sterling also provides mortgage-banking services
through its 80 percent-owned subsidiary, Sterling Capital Mortgage Company.
Sterling's common stock is traded through the NASDAQ National Market System
under the symbol SBIB. For more information on Sterling Bancshares, please visit
the company's web site at www.banksterling.com.
Except for historical information contained herein, this press release contains
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995 that involve risks and uncertainties, including,
but not limited to, the following: general business and economic conditions in
the markets Sterling serves may be less favorable than anticipated which could
decrease the demand for loan, deposit and other financial services and increase
loan delinquencies and defaults; changes in market rates and prices may
adversely impact the value of securities, loans, deposits and other financial
instruments; Sterling's liquidity requirements could be adversely affected by
changes in its assets and liabilities; legislative or regulatory developments
including changes in laws concerning taxes, banking, securities, insurance and
other aspects of the financial securities industry; competitive factors may
increase, including product and pricing pressures among financial services
organizations; and changes in fiscal and governmental policies of the United
States federal government could have an adverse effect on Sterling's business.
Please also read the additional risks and factors described from time to time in
Sterling's reports filed with the Securities and Exchange Commission, including
its Annual Report on Form 10-K for the fiscal year ended December 31, 2000.
###