Filed by Prosperity Bancshares, Inc.
Pursuant to Rule 425 of the Securities Act of 1933
Subject Company: Paradigm Bancorporation, Inc.
Commission File No: 333-46364
[PROSPERITY BANCSHARES, INC. LOGO]
PRESS RELEASE For more information contact:
Prosperity Bancshares, Inc.(SM) Dan Rollins
4295 San Felipe Senior Vice President
Houston, Texas 77027 713.693.9300
danrollins@prosperitybanktx.com
FOR IMMEDIATE RELEASE
PROSPERITY BANCSHARES, INC.(SM)
TO ACQUIRE
BANK OF THE SOUTHWEST IN DALLAS
Houston Based Holding Company to expand into North Texas
HOUSTON, July 15, 2002. Prosperity Bancshares, Inc.(SM) (NASDAQ: PRSP)
announced today the signing of a definitive agreement with Southwest Bank
Holding Company whereby its wholly-owned subsidiary, Bank of the Southwest in
Dallas, Texas, will become a subsidiary of Prosperity. The acquisition is
expected to close in the fourth quarter 2002. The proposed transaction is
subject to certain conditions and approval by regulators.
Bank of the Southwest has two (2) offices in Dallas, Texas, which will continue
to operate with the same management when the acquisition is completed. On June
30, 2002, Bank of the Southwest reported total assets of $129.6 million, total
deposits of $114.3 million, total loans of $55.3 million and total shareholders'
equity of $14.7 million.
"We are excited about the growth opportunities in Dallas and expect that Bank of
the Southwest will provide us with the ability to expand further into North
Texas. We also are pleased to add Bank of
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the Southwest's experienced staff to our team of professional bankers," said
David Zalman, President and Chief Executive Officer of Prosperity Bancshares,
Inc. "We are pleased that Bank of the Southwest chose to become our partner in
providing what we believe to be the highest level of customer focused banking
services in the markets we serve."
"The decision to sell our bank after operating as an independent bank and
providing quality banking services to our customers was not easy," said Lonnie
D. Goodman, Jr., President and Chief Executive Officer of Bank of the Southwest.
"However, we are convinced that joining Prosperity Bank is the right choice for
our customers. We all look forward to becoming a member of the Prosperity team
and continuing our personal involvement with the customers of our bank."
"Our new customers will continue to enjoy the same type of people to people
banking they have enjoyed with Bank of the Southwest," said H. E. (Tim) Timanus,
Jr., President and Chief Operating Officer of Prosperity Bank. "We are committed
to providing our entire customer base with quality banking products and services
now and in the future."
Prosperity Bancshares, Inc.(SM) formed in 1983, is a $1.360 billion bank holding
company headquartered in Houston, Texas. Operating under a community banking
philosophy, Prosperity seeks 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 consumers and
small and medium sized businesses. In addition to established banking products,
Prosperity offers a complete line of services including: Internet Banking
services at www.prosperitybanktx.com, Trust and Investment Services, MasterMoney
Debit Cards, and 24 hour voice response banking. The bank currently operates
thirty-two (32) full service banking locations in fourteen (14) contiguous
counties including the Greater Houston Metropolitan Area. (Angleton, Bay City,
Beeville, Clear Lake, Cleveland, Cuero, Cypress, East Bernard, Edna, El Campo,
Fairfield, Goliad, Hitchcock, Houston - Bellaire, Houston - CityWest, Houston -
Downtown, Houston - Highway 6, Houston - Medical Center, Houston - Memorial,
Houston - Post Oak, Houston - River Oaks, Houston - Tanglewood, Houston - Waugh
Drive, Liberty, Magnolia, Mathis, Needville, Palacios, Sweeny, Victoria, West
Columbia, and Wharton.)
"Safe Harbor" Statement under the Private Securities Litigation Reform Act of
1995: The statements contained in this release which are not historicalfacts
contain forward-looking information with respect to plans, projections or future
performance of Prosperity Bancshares, Inc.(SM) and its subsidiaries.
Forward-looking statements, within the meaning of Section 21E of the Securities
Exchange Act of 1934, may have been made in this document. Prosperity's results
may differ materially from those in the forward-looking statements for a variety
of reasons, including actions of competitors; changes in laws and regulations
(including changes in governmental interpretations of regulations and changes in
accounting standards); 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 weather. These
factors are more fully described in Prosperity Bancshares, Inc.'s filings with
the Securities and Exchange Commission.
In connection with the proposed merger of Paradigm into Prosperity, Prosperity
has filed a proxy statement/prospectus with the Securities and Exchange
Commission. INVESTORS AND SECURITYHOLDERS ARE ADVISED TO READ THE PROXY
STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE BECAUSE IT CONTAINS IMPORTANT
INFORMATION. Investors and security holders may obtain a free copy of the proxy
statement/prospectus and other documents filed by Prosperity with the Securities
and Exchange Commission at its website, http://www.sec.gov. Free copies of the
proxy statement/prospectus, once available, and Prosperity's other filings with
the Securities and Exchange Commission may also be obtained from Prosperity by
contacting Investor Relations at (713) 693-9300.
Copies of Prosperity Bancshares, Inc.'s(SM) SEC filings may be downloaded from
the Internet at no charge from FreeEDGAR, a real-time access to SEC filings site
located at www.freeedgar.com.
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