UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): Commission File Number
March 4, 2004 0-7674
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FIRST FINANCIAL BANKSHARES, INC.
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(Exact Name of Registrant as Specified in its Charter)
Texas 75-0944023
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(State of Incorporation) (IRS Employer
Identification No.)
400 Pine Street, Abilene, Texas 79601
(Address of Executive Offices and Zip Code)
(325) 627-7155
(Registrant's Telephone Number)
ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits. The following exhibit is filed with this document:
99.1 Press Release issued by First Financial Bankshares, Inc.,
dated March 4, 2004
ITEM 9. Regulation FD Disclosure
On March 4, 2004, First Financial Bankshares, Inc. (the "Company") entered
into a Stock Purchase Agreement (the "Purchase Agreement") with the principal
shareholders of Liberty National Bank, Granbury, Texas. Pursuant to the Purchase
Agreement and provided all of the shares of Liberty National Bank are tendered
for purchase by the Company, the Company will pay approximately $12.8 million
for all of the outstanding shares of Liberty National Bank. Acquisition of
Liberty National Bank by the Company is subject to the approval of the Board of
Governors of the Federal Reserve System and other federal and state regulatory
authorities, as well as, subject to satisfaction of the conditions contained in
the Purchase Agreement. If the transaction is approved by federal and state
regulatory authorities, it is anticipated that the acquisition of Liberty
National Bank by the Company will be closed in mid 2004. Conditioned upon
completion of the above described transaction, Liberty National Bank will become
a direct subsidiary of First Financial Bankshares of Delaware, Inc., the
Company's wholly owned Delaware bank holding company.
Liberty National Bank is a Texas corporation and a national banking
association. Liberty National Bank is located in the City of Granbury, Hood
County, Texas, approximately 40 miles southwest of Fort Worth, Texas. Liberty
National Bank was chartered in 1997 and as of December 31, 2003, had assets
totaling $60 million and shareholders' equity of $5.9 million.
SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.
FIRST FINANCIAL BANKSHARES, INC.
(Registrant)
DATE: March 4, 2004 By: /S/ J. Bruce Hildebrand
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J. BRUCE HILDEBRAND
Executive Vice President and
Chief Financial Officer
Exhibit 99.1
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For immediate release For More Information:
J. Bruce Hildebrand, Executive Vice President
325.627.7167
First Financial Bankshares Announces Acquisition of Granbury Bank
ABILENE, Texas, March 4, 2004 - First Financial Bankshares, Inc. and Liberty
National Bank, Granbury, Texas, have entered into a definitive agreement for
First Financial Bankshares to acquire Liberty National Bank for a contemplated
cash purchase price of approximately $12.8 million. The agreement was jointly
announced today by F. Scott Dueser, President and CEO of First Financial
Bankshares, and Garry Z. Luker, Chairman of Liberty National Bank. Following
regulatory approval, the transaction is expected to be finalized in mid 2004.
Liberty National Bank was chartered in 1997 and has, as of December 31, 2003,
$60 million in total assets and approximately $5.9 million in shareholders'
equity. Granbury, a growing and vibrant community located on Lake Granbury, is
40 miles west of Fort Worth in Hood County.
"The acquisition of Liberty National Bank fits well into our long-term strategy
of strengthening our presence in growing communities within a 50-mile radius of
the Dallas/Fort Worth metroplex," Dueser said. "We have wanted to be in the
Granbury market for a number of years and are pleased to have the opportunity to
be associated with Liberty National Bank. They are a first-class organization,
and we look forward to working with their board, staff and customers."
Luker will continue to be the Chairman of the Board, and all other officers and
employees will remain in their present positions.
"We have had a longtime relationship with First Financial Bankshares and have
the highest respect for them due to their commitment to community banking and
quality customer service," Luker said. "We believe this association is good for
the citizens of Granbury and Hood County due to the financial strength that
First Financial brings to our community. We look forward to being associated
with them and being able to provide expanded products and services to our
customers."
Liberty National Bank will become the 11th community bank of First Financial
Bankshares. Headquartered in Abilene, Texas, First Financial Bankshares is a
financial holding company with consolidated assets totaling $2.1 billion,
operating separately chartered banks with 28 locations in Texas and a trust
company. These subsidiaries are First National Bank of Abilene, Abilene;
Eastland National Bank, Eastland; First Financial Bank, National Association,
Cleburne; Hereford State Bank, Hereford; City National Bank, Mineral Wells; San
Angelo National Bank, San Angelo; First Financial Bank, National Association,
Southlake; Stephenville Bank & Trust Co., Stephenville; First National Bank,
Sweetwater; Weatherford National Bank, Weatherford and First Financial Trust &
Asset Management Company, National Association.
The Company is listed on The Nasdaq Stock Market under the trading symbol FFIN.
For more information about First Financial Bankshares, please visit our web site
at http://www.ffin.com.
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Certain statements contained herein may be considered "forward-looking
statements" as defined in the Private Securities Litigation Reform Act of 1995.
These statements are based upon the belief of the Company's management, as well
as assumptions made beyond information currently available to the Company's
management, and may be, but not necessarily are, identified by such words as
"expect", "plan", "anticipate", "target", "forecast" and "goal". Because such
"forward-looking statements" are subject to risks and uncertainties, actual
results may differ materially from those expressed or implied by such
forward-looking statements. Factors that could cause actual results to differ
materially from the Company's expectations include competition from other
financial institutions and financial holding companies; the effects of and
changes in trade, monetary and fiscal polices and laws, including interest rate
policies of the Federal Reserve Board; changes in the demand for loans;
fluctuations in value of collateral and loan reserves; inflation, interest rate,
market and monetary fluctuations; changes in consumer spending, borrowing and
savings habits; and acquisitions and integration of acquired businesses, and
similar variables. Other key risks are described in the Company's reports filed
with the Securities and Exchange Commission, which may be obtained under
"Investor Relations-Documents/Filings" on the Company's web site or by writing
or calling the Company at 325.627.7155. Except as otherwise stated in this news
announcement, the Company does not undertake any obligation to update publicly
or revise any forward-looking statements because of new information, future
events or otherwise.