The Federal Reserve Board issued its approval on 13 December 2024 for SouthState Corporation's proposed acquisition of Independent Bank Group, a transaction that will extend SouthState's banking footprint into Texas and Colorado. The Office of the Comptroller of the Currency granted its own approval on the same date.

The combination of SouthState and Independent Bank Group is expected to create a bank with pro forma total assets of about $65 billion, deposits of $55 billion and gross loans of $48 billion.

TRANSACTION STRUCTURE AND REGULATORY REVIEW

The transaction is structured as an all-stock merger under which Independent Bank Group shareholders will receive SouthState shares in consideration for their holdings. Following the completion of the merger at the holding-company level, Independent Bank — the Texas-chartered banking subsidiary of Independent Bank Group — will merge into SouthState Bank, the banking subsidiary of SouthState Corporation.

The dual regulatory approval process involved the Federal Reserve in its capacity as the holding-company regulator for SouthState Corporation and the OCC as the regulator of SouthState Bank, National Association, which approved the bank-level merger.

THE TWO BANKS

SouthState Corporation is headquartered in Winter Haven, Florida, and operates across the southeastern states, including Florida, Georgia, South Carolina, North Carolina, Virginia, and Alabama. Independent Bank Group operates under the Independent Financial brand in Texas and Colorado.