PLANO, Texas, July 7 /PRNewswire-FirstCall/ -- ViewPoint
Financial Group, Inc. (the "Company") (Nasdaq: VPFGD), the holding
company for ViewPoint Bank, announced today that it has completed
its conversion from the mutual holding company structure and
related public stock offering and is now a stock form holding
company that is 100% owned by public stockholders. The
Company sold a total of 19,857,337 shares of common stock at a
purchase price of $10.00 per share in
the offering, including 1,588,587 shares purchased by the ViewPoint
Bank Employee Stock Ownership Plan.
As a result of the conversion and offering, the Company, a newly
formed stock corporation, became the holding company for ViewPoint
Bank, and ViewPoint MHC and the existing ViewPoint Financial Group
("Old ViewPoint") have ceased to exist. All outstanding shares of
Old ViewPoint common stock (other than those owned by ViewPoint
MHC) have been converted into the right to receive 1.40 shares of
Company common stock. Cash in lieu of fractional shares will
be paid at a rate of $10.00 per
share. As a result of the offering and the exchange, the
Company will have approximately 34,900,820 shares outstanding and a
market capitalization of approximately $349.0 million, based on the public offering
price of $10.00 per share.
The shares of common stock sold in the offering and issued in
the exchange will begin trading on the NASDAQ Global Select Market
on July 7, 2010 under the symbol
VPFGD for a period of 20 trading days. Thereafter, the
trading symbol will be VPFG. Stock certificates for shares
purchased in the subscription offering and community offering are
expected to be mailed to subscribers on or about July 7, 2010. Old ViewPoint shareholders
holding shares in street name or in book-entry form will receive
shares of Company common stock in their accounts. Old
ViewPoint shareholders holding shares in certificated form will be
mailed a letter of transmittal on or about July 9, 2010 and receive their shares of Company
common stock and cash in lieu of fractional shares after returning
their stock certificates and a properly completed letter of
transmittal to the Company's transfer agent.
Sandler O'Neill & Partners, L.P. managed the subscription
and community offering and acted as sole book-running manager of
the syndicated community offering. Sterne, Agee & Leach, Inc.
acted as co-manager of the syndicated community offering.
Silver Freedman & Taff, L.L.P. acted as legal counsel to
the Company and Old ViewPoint in connection with the offering and
conversion.
ViewPoint Financial Group, Inc. is the holding company for
ViewPoint Bank. ViewPoint Bank operates 23 community bank offices
and 16 loan production offices. For more information, please
visit www.viewpointbank.com or www.viewpointfinancialgroup.com.
This release may contain certain "forward looking statements"
within the meaning of the Private Securities Litigation Reform Act
of 1995, and may be identified by the use of such words as
"believe," "expect," "anticipate," "should," "planned,"
"estimated," and "potential." Examples of forward looking
statements include, but are not limited to, estimates with respect
to the financial condition, results of operations and business of
ViewPoint Financial Group, Inc. and ViewPoint Bank that are subject
to various factors which could cause actual results to differ
materially from these estimates. These factors include, but are not
limited to, general economic and market conditions, legislative and
regulatory conditions, changes in interest rates that affect
ViewPoint Bank's interest rate spread, changes in deposit flows,
loan demand or real estate values and other economic, governmental,
competitive, regulatory and technological factors that may affect
the operation of ViewPoint Financial Group, Inc. and ViewPoint
Bank.
SOURCE ViewPoint Financial Group, Inc.