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Prosperity Bancshares, Inc.A® Completes Merger With FVNB Corp.

HOUSTON, Nov. 1, 2013 /PRNewswire/ -- Prosperity Bancshares, Inc. ® ("Prosperity") (NYSE: PB), the parent company of Prosperity Bank ®, announced the completion of the merger of FVNB Corp. ("FVNB") with and into Prosperity and the merger of FVNB's wholly owned subsidiary, First Victoria National Bank, Victoria, Texas, with and into Prosperity Bank, all effective on November 1, 2013.

First Victoria National Bank operated 34 banking offices (including 1 loan production office); 4 in Victoria, Texas; 7 in the South Texas area including Corpus Christi; 6 in the Bryan/College Station area; 5 in the Central Texas area including New Braunfels; and 12 in the Houston area including The Woodlands and Huntsville. As of September 30, 2013, FVNB, on a consolidated basis, reported total assets of $2.410 billion, total loans of $1.608 billion and total deposits of $2.147 billion.

Under the terms of the definitive agreement, Prosperity issued approximately 5,570,818 shares of Prosperity common stock plus $91.250 million in cash for all outstanding shares of FVNB capital stock. 

M. Russell Marshall, CEO of FVNB, will serve the combined entity as Chairman – Wealth Management/Private Banking and will be responsible for the wealth management operations for all of Prosperity Bank.  Kenneth Vickers, Chief Lending Officer of FVNB, will join Prosperity Bank as Senior EVP and will serve on Prosperity Bank's Executive Loan Committee and John Zacek, EVP of the Victoria Region for FVNB, will become President – South Texas Area for Prosperity Bank and will have management responsibilities for Prosperity Bank's South Texas Area. Other area and regional officers of First Victoria that will join Prosperity Bank upon consummation of the merger include Tim Jones as President – Bryan/College Station Area, Kevin Kaplan as Regional President – Corpus Christi, Travis Freeman as Regional President – The Woodlands/ Magnolia, Barry Williams as Regional President – New Braunfels, and Royce Moran as Regional President – Victoria.

"The completion of the merger with FVNB is an important event in Prosperity's history, as we have known and worked with the management and ownership of the bank for many years.  We have worked with Russell Marshall and his team over the past several months and we couldn't be more pleased with the quality of the people and the bank that we have combined with," commented David Zalman, Chairman and Chief Executive Officer of Prosperity Bank.  "Upon completion of the operational integration, the customers of First Victoria National Bank will be able to use any of our locations across Texas and in Oklahoma."

Russell Marshall, Chief Executive Officer of FVNB added, "We are excited to consummate the transaction, which provides greater benefits to customers of both organizations.  With the merger of one of Texas' largest independent banks and with our deep roots, rich history and a legacy of service to our customers, we see opportunities to expand our wealth management lines of business to benefit Prosperity customers throughout Texas and Oklahoma and to offer convenient, new locations for our customers to bank with."

FVNB was advised in this transaction by Keefe, Bruyette & Woods as financial advisor and Hunton and Williams LLP as legal counsel.  Bracewell & Guiliani LLP was legal counsel to Prosperity. 

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