South Plains Financial, Inc. (NASDAQ:SPFI) (“South Plains” or the
“Company”), the parent company of City Bank, today announced that
it has sold City Bank’s wholly-owned subsidiary, Windmark Insurance
Agency, Inc. (“Windmark”), to Alliant Insurance Services, Inc.
(“Alliant”). The transaction closed on April 1, 2023.
Curtis Griffith, South Plains’ Chairman and
Chief Executive Officer, commented, “Windmark has been a terrific
business for us since its inception in 1997. That said, we knew we
were at the point where we either had to commit significant capital
and resources to sustain and grow the business or look to divest
this segment. We began exploring potential strategies with Windmark
and Alliant last year. We believe Alliant has the capability to
invest in Windmark, combined with a commitment to retain our people
and customers which is very important to our management team.
Overall, this is a mutually beneficial transaction for South
Plains, our shareholders, Windmark, and Alliant.”
Mr. Griffith continued, “We’ve entered into this
transaction in an advantageous position given our strong balance
sheet, ample liquidity with no borrowings from the Federal Home
Loan Bank or the Federal Reserve Bank, and a deposit base which has
modestly grown through the first quarter of 2023, with an estimated
17% of our deposits uninsured. Additionally, the completion of this
transaction provides South Plains with the flexibility to further
invest in our core business while augmenting our capital base.
Given the uncertain environment, we will take our time and review a
broad range of options to determine the best uses for this capital.
We firmly believe that those banks with ample liquidity and strong
capital levels, like South Plains, will find opportunities to grow
and create shareholder value in the year ahead.”
Windmark offers a variety of crop insurance
products through offices in Texas, Nebraska, and Colorado and by
acting as the general agency for independent agents in 17 states
supporting policyholders through more than 100 agencies and over
150 agents. Windmark is the primary general agency for several
approved insurance providers that administer the crop insurance
program for the Federal Crop Insurance Corporation and U.S.
Department of Agriculture, Risk Management Agency. Windmark
provides its customers with usable and affordable products that are
tailored to their respective operations.
Windmark expands Alliant’s crop and agribusiness
presence in Texas and the Midwest given Windmark’s long-standing
customer relationships and strong customer service. Windmark and
their customers will also benefit from Alliant’s innovative
insurance solutions as Alliant continues to expand their presence
across the country.
Hunton Andrews Kurth LLP acted as legal advisor
to South Plains and City Bank. Morea Schwartz Bradham Friedman
& Brown LLP acted as legal advisor to Alliant.
More information on the transaction can be found
on Form 8-K under South Plains Financial, Inc. on the Securities
and Exchange Commission’s (“SEC”) website at sec.gov.
About South Plains Financial,
Inc. South Plains is the bank holding company for City
Bank, a Texas state-chartered bank headquartered in Lubbock, Texas.
City Bank is one of the largest independent banks in West Texas and
has additional banking operations in the Dallas, El Paso, Greater
Houston, the Permian Basin, and College Station, Texas markets, and
the Ruidoso, New Mexico market. City Bank provides a wide range of
commercial and consumer financial services to small and
medium-sized businesses and individuals in its market areas. Its
principal business activities include commercial and retail
banking, along with investment, trust and mortgage services. Please
visit https://www.spfi.bank for more information.
About Alliant Insurance Services,
Inc.Alliant Insurance Services, Inc. is one of the
nation’s leading distributors of diversified insurance products and
services. Alliant operates through a network of specialized
national platforms and local offices to offer its clients a
comprehensive portfolio of solutions built on innovative thinking
and personal service. The business of managing risk is getting more
complex, and Alliant is meeting this complexity head-on, not with
more layers of management, but with more creativity and agility.
Alliant is changing the way its clients approach risk management
and benefits, so they can capitalize on new opportunities to grow
and protect their organizations. Visit Alliant
at alliant.com.
Forward Looking StatementsThis
press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
These forward-looking statements reflect South Plains’ current
views with respect to future events. Any statements about South
Plains’ expectations, beliefs, plans, predictions, forecasts,
objectives, assumptions or future events or performance are not
historical facts and may be forward-looking. These statements are
often, but not always, made through the use of words or phrases
such as “anticipate,” “believes,” “can,” “could,” “may,”
“predicts,” “potential,” “should,” “will,” “estimate,” “plans,”
“projects,” “continuing,” “ongoing,” “expects,” “intends” and
similar words or phrases. Such forward-looking statements include,
but are not limited to, statements about the benefits of the
transaction involving South Plains, City Bank and Alliant,
including future financial and operating results, South Plains’
plans, objectives, expectations and intentions, and other
statements that are not historical facts. South Plains cautions
that the forward-looking statements in this press release are based
largely on South Plains’ expectations and are subject to a number
of known and unknown risks and uncertainties that are subject to
change based on factors which are, in many instances, beyond South
Plains’ control. Factors that could cause such changes include, but
are not limited to, (i) the risk that the benefits of the
transaction may not be realized or fully realized; (ii) the risk
that the parties may not agree to the post-closing increase to the
purchase price or there may be delays with the payment of such
increase; (iii) the diversion of management time on
transaction-related issues, such as the transition services to be
provided by the Bank; (iv) general economic conditions; (v) changes
in market interest rates; (vi) the persistence of the current
inflationary environment in the United States and our market areas;
(vii) the uncertain impacts of quantitative tightening and current
and future monetary policies of the Board of Governors of the
Federal Reserve System; (viii) regulatory considerations,
competition and market expansion opportunities; (ix) changes in
non-interest expenditures or in the anticipated benefits of such
expenditures; and (x) changes in applicable laws and regulations.
Additional information regarding these risks and uncertainties to
which South Plains’ business and future financial performance are
subject is contained in South Plains’ most recent Annual Report on
Form 10-K and Quarterly Reports on Form 10-Q on file with the SEC,
and other documents South Plains files with the SEC from time to
time. South Plains urges readers of this press release to review
the “Risk Factors” section of our most recent Annual Report on Form
10-K, as well as the “Risk Factors” section of other documents
South Plains files or furnishes with the SEC from time to time,
which are available on the SEC’s website, www.sec.gov. Actual
results, performance or achievements could differ materially from
those contemplated, expressed, or implied by the forward-looking
statements due to additional risks and uncertainties of which South
Plains is not currently aware or which it does not currently view
as, but in the future may become, material to its business or
operating results. Due to these and other possible uncertainties
and risks, South Plains can give no assurance that the results
contemplated in the forward-looking statements will be realized and
readers are cautioned not to place undue reliance on the
forward-looking statements contained in this press release. Any
forward-looking statements presented herein are made only as of the
date of this press release, and South Plains does not undertake any
obligation to update or revise any forward-looking statements to
reflect changes in assumptions, new information, the occurrence of
unanticipated events, or otherwise, except as required by law. All
forward-looking statements, express or implied, included in this
press release are qualified in their entirety by this cautionary
statement.
Contact: |
Mikella Newsom, Chief Risk Officer and Secretary |
|
investors@city.bank |
|
(866) 771-3347 |
|
|
Source: South Plains Financial, Inc.
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