Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
The audited consolidated balance sheets of LegacyTexas as of
The unaudited consolidated balance sheet of LegacyTexas at
(b) Pro Forma Financial Information.
The unaudited pro forma condensed combined balance sheet of Prosperity as of
2
--------------------------------------------------------------------------------
(d) Exhibits. Exhibit No. Description 21.1 Consent ofErnst & Young LLP , independent registered public accounting firm for LegacyTexas. 99.1 Audited consolidated financial statements of LegacyTexas as ofDecember 31, 2018 and 2017 and for the years endedDecember 31, 2018 , 2017 and 2016 and related notes. 99.2 Unaudited consolidated financial statements of LegacyTexas atJune 30, 2019 and for the three and six months endedJune 30, 2019 and 2018 and related notes. 99.3 Unaudited pro forma financial information of Prosperity as ofJune 30, 2019 and for the six months endedJune 30, 2019 and the year endedDecember 31, 2018 , after giving effect to the Merger. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
Cautionary Notes on Forward-Looking Statements
This communication contains statements which, to the extent they are not statements of historical fact, constitute "forward-looking statements" within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. From time to time, oral or written forward-looking statements may also be included in other information released to the public. Such statements are typically, but not exclusively, identified by the use in the statements of words or phrases such as "aim," "anticipate," "estimate," "expect," "goal," "guidance," "intend," "is anticipated," "is expected," "is intended," "objective," "plan," "projected," "projection," "will affect," "will be," "will continue," "will decrease," "will grow," "will impact," "will increase," "will incur," "will reduce," "will remain," "will result," "would be," variations of such words or phrases (including where the word "could," "may," or "would" is used rather than the word "will" in a phrase) and similar words and phrases indicating that the statement addresses some future result, occurrence, plan or objective. These forward-looking statements may include information about Prosperity's possible or assumed future economic performance or future results of operations, including future revenues, income, expenses, provision for loan losses, provision for taxes, effective tax rate, earnings per share, cash flows, future capital expenditures and dividends, future financial condition and changes therein, including changes in loan portfolio and allowance for loan losses, future capital structure or changes therein, as well as the plans and objectives of management for Prosperity's future operations and integrating the operations of LegacyTexas, future or proposed acquisitions, the future or expected effect of acquisitions on Prosperity's operations, results of operations, financial condition, and future economic performance, statements about the anticipated benefits of the transaction with LegacyTexas, and statements about the assumptions underlying any such statement. The forward-looking statements are based on expectations and assumptions Prosperity currently believes to be valid. Because forward-looking statements relate to future results and occurrences, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Many possible events or factors could adversely affect the future financial results and performance of Prosperity and could cause those results or performance to differ materially from those expressed in the forward-looking statements. Such risks and
3
--------------------------------------------------------------------------------
uncertainties include, among others: the possibility that the anticipated
benefits of the transaction with LegacyTexas are not realized when expected or
at all, including as a result of the impact of, or problems arising from, the
integration of the two companies or as a result of the strength of the economy
and competitive factors generally, or specifically in the
4
--------------------------------------------------------------------------------
© Edgar Online, source