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Filed by Southside Bancshares Corp.
Filed pursuant to Rule 425 under the Securities Act of 1933, as amended, and
deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934,
as amended
Subject Company: Southside Bancshares Corp.
Commission File No. 333-63212
SOUTHSIDE BANCSHARES CORP. NEWS RELEASE
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NEWS FOR IMMEDIATE RELEASE
Contact: Joseph W. Pope Traded: NASDAQ/SCM
(314) 416-4111 or Symbol: SBCO
(314) 845-5618
SOUTHSIDE ANNOUNCES EARNINGS
St. Louis, July 17, 2001 - Thomas M. Teschner, President and CEO of Southside
Bancshares Corp. (the "Company") announced today that the Company's net income
for the first half and second quarter of 2001 was $2,744,000 and $1,191,000,
respectively, compared to $3,333,000 and $1,659,000 for the comparable periods
in 2000. These earnings resulted in diluted earnings per share of $.32 and $.14,
respectively in 2001, versus $.39 and $.19, respectively in 2000. The decline in
both the first half and second quarter earnings can largely be attributed to
professional fees and other expenses relating to the pending merger with
Allegiant Bancorp, Inc. ("Allegiant").
As previously announced on May 1, 2001, the Company has signed a definitive
agreement for a merger with Allegiant. The merger, which is still subject to
regulatory and shareholder approval, is expected to close in the fourth quarter
of this year. Under the terms of the agreement, Southside shareholders will
receive 50% of the merger consideration in the form of cash of $14.00 per share
and 50% in the form of 1.39 shares of Allegiant common stock for each share of
Southside common stock. Following the merger, the combined entity should have
total assets of approximately $2 billion, total loans of approximately $1.3
billion and total deposits of
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approximately $1.5 billion.
Excluding the costs directly related to the merger, net income for the first
half of 2001 would have been $3,204,000 and would have resulted in diluted
earnings per common share of $.38 and net income for the second quarter would
have been $1,651,000 and would have resulted in diluted earnings per common
share of $.19. "Excluding the effects of the merger related expenses, the
Company's operating results for the second quarter and first half of 2001 would
have been only slightly behind the prior year. This decline was the result of
the falling interest rate environment during 2001, which caused the Company's
assets to reprice at lower rates more rapidly than our deposits. The Company
expects that this trend should begin to reverse itself over the next several
periods," stated Mr. Teschner.
Southside Bancshares Corp. is a $775 million bank holding company with four
subsidiary banks, including South Side National Bank in St. Louis, State Bank of
Jefferson County, Bank of Ste. Genevieve and The Bank of St. Charles County,
which operates sixteen banking locations in Missouri.
Caution Concerning Forward Looking Statements
This press release contains forward-looking statements that involve risks and
uncertainties. The Company intends that these forward-looking statements be
covered by the safe harbor provisions for forward-looking statements contained
in the Private Securities Litigation Reform Act of 1995. These forward-looking
statements are based on management's current expectations and are naturally
subject to risks, uncertainties and changes in circumstances. These
forward-looking statements are not guarantees of future performance. Actual
results may differ materially from the expectations described in this press
release due to, among other things, the factors detailed in the Company's
filings with the Securities and Exchange Commission, including the Company's
most recent Quarterly Report on Form 10-Q for the quarter ended March 31, 2001
and Annual Report on Form 10-K for the year ended December 31, 2000, to which
readers are referred. The Company is under no obligation, and expressly
disclaims any obligation, to update or alter these forward-looking statements
whether as a result of new information, future events or otherwise.
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Important Information About Proposed Merger
The Company has filed with the Securities and Exchange Commission a preliminary
joint proxy statement/prospectus regarding the proposed merger of the Company
and Allegiant. In addition, the Company will file with the SEC a definitive
joint proxy statement/prospectus and other documents regarding the proposed
merger. You are urged to read the definitive joint proxy statement/prospectus,
when it becomes available, because it will contain important information. The
definitive joint proxy statement/prospectus will be sent to shareholders of the
Company seeking their approval of the proposed merger. You may obtain a free
copy of the definitive joint proxy statement/prospectus (when it is available)
and other documents filed by the Company with the SEC at the SEC's web site at
www.sec.gov. The definitive joint proxy statement/prospectus (when it is
available) and these other documents may also be obtained for free by the
Company's shareholders by directing a request to: Southside Bancshares Corp.,
4111 Telegraph Road, St. Louis, Missouri, 63129, Attention: Joseph W. Pope.
The Company and its directors and executive officers may be deemed to be
participants in the solicitation of proxies from the Company's shareholders with
respect to the proposed merger. Information concerning the participants in the
solicitation, including their identities and a description of their interests in
the Company, will be set forth in the definitive joint proxy
statement/prospectus.
-end-
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SOUTHSIDE BANCSHARES CORP. NEWS RELEASE
NEWS FOR IMMEDIATE RELEASE
Contact: Joseph W. Pope Traded: NASDAQ/SCM
(314) 416-4111 or Symbol: SBCO
(314) 845-5618
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3 MOS. ENDED 3 MOS. ENDED PERCENTAGE
06/30/01 06/30/00 CHANGE
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Net interest income $5,919 $5,852 +1%
(in thousands)
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Net income $1,191 $1,659 -28%
(in thousands)
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Basic Earnings Per Share $ .14 $ .20 -30%
Diluted Earnings Per Share $ .14 $ .19 -26%
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6 MOS ENDED 6 MOS ENDED PERCENTAGE
06/30/01 06/30/00 CHANGE
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Net interest income $11,753 $11,742 -
(in thousands)
Net income $ 2,744 $ 3,333 -18%
(in thousands)
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Basic Earnings Per Share $ .33 $ .40 -18%
Diluted Earnings Per Share $ .32 $ .39 -18%
PERCENTAGE
06/30/01 06/30/00 CHANGE
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Total Assets $775,000 $711,000 +9%
(in thousands)
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