By Holden Wilen – Assistant Managing Editor , Dallas Business Journal
One of the fastest-growing banks in Dallas is getting bought by an out-of-state bank looking to grow its presence in Texas.
Dallas-based Vista Bancshares Inc., the parent of Vista Bank, agreed to an acquisition by Greenwood Village, Colorado-based National Bank Holdings Corp., the holding company for NBH Bank, in a combination of cash and stock totaling $369.1 million, according to a Sept. 15. announcement.
Vista shareholders will receive roughly $84.8 million in cash and about 7.4 million shares of National Bank Holdings (NYSE: NHBC) common stock, subject to certain potential adjustments. The estimated transaction value is based on National Bank Holdings’ closing price of $38.47 on Sept. 12.
National Bank Holdings expects the deal to close in the first quarter of 2026. NBH Bank plans to retain the Vista Bank brand in Texas and incorporate it across the combined bank over time. Vista Bank CEO John Steinmetz will lead the combined and expanded Texas market for National Bank Holdings. He will also serve as executive vice chair and executive managing director strategic initiatives for NBH Bank.
The acquisition of Vista will bring NHB Bank to roughly $12.4 billion in assets, $10.4 billion in deposits and $9.3 billion in loans. Vista, which has a history dating back to 1912, had $2.4 billion in assets, $2.1 billion in deposits and $1.9 billion in loans as of June 30, according to a filing with the Federal Financial Institutions Examination Council.
Vista has 11 branch locations in Dallas-Fort Worth, Austin, Lubbock and Palm Beach, Florida. Under Steinmetz’s leadership, Vista has been one of the fastest-growing banks in DFW in recent years. In 2023, Vista acquired Charis Bank to make a push into Denton County and that same year opened the office in Florida.
The bank has continued on that upward trajectory since then, clocking in at No. 5 overall when Dallas Business Journal last ranked the the fastest-growing commercial and industrial lenders in DFW, based on year-over-year numbers through the third quarter of 2024.
Last year, Vista became the first bank to open a branch in Fair Park in three decades, helping to create momentum for banks to serve communities south of I-30 in Dallas. In August, the bank brought on Mandy Austin as its new president of corporate banking.
Steinmetz said in a statement Vista “strongly considered” an initial public offering and has had “multiple opportunities” to do deals, but decided NBH Bank ultimately proved itself to be “the right partner at the right time.”
“What excites us most is that our combined organization will have a fortress balance sheet, dynamic team, industry-leading technology, and an expanded portfolio of innovative products and services for our valued clients,” he said.
In prior interviews with DBJ, Steinmetz has said he expects Texas banking to undergo massive consolidation.
“Over the next 10 years I believe you’ll see the greatest consolidation here in Texas banking because of the increasing cost of technology, innovation, increased competition from fintechs and shadow banks, as well as the ongoing regulatory environment,” Steinmetz said in 2023.
For NBH, the acquisition expands what is currently a minimal presence in Texas. Most of its footprint is in Colorado, the greater Kansas City region, Utah, Wyoming, New Mexico and Idaho.
The bank has one location in DFW at 3102 Maple Ave. that held about $204.6 million in deposits as of June 30, 2024, according to the latest Federal Deposit Insurance Corp. data. NBH also has a branch in Austin.
“The combination of our fortress balance sheet and Vista’s exceptional client service enables us to offer differentiated and expanded banking services for clients, enhanced career opportunities for associates, and a strong commitment to making a difference in the communities we serve,” National Bank Holdings CEO Tim Laney said in a statement. “By expanding our footprint in Texas, we strengthen our position as a premier regional bank focused on commercial and business banking.”
NBH expects the deal to add about 17% to its earnings per share in 2026, according to investor presentation materials. About 41% of the combined banks’ loan portfolio will be in commercial and industrial loans.
The acquisition of Vista “checks all the boxes” NBH looks for in potential deals, President Aldis Birkans said during a Sept. 16 conference call with analysts. In particular, he pointed to “very attractive revenue opportunities” that will be created by combining Vista’s strength in private banking with NBH’s trust and wealth management business.
Vista does not currently offer wealth management, though Steinmetz has said in the past he saw it as a future opportunity for the bank.
Regarding the decision to rebrand NBH’s subsidiary banks as Vista, Laney said during the call he “loves” the name, adding that it “plays well in both English and Spanish.” He also called out growth opportunities in the DFW market.
“My goal is to keep the Vista band together and position it to simply play in bigger arenas,” Laney said.
He also praised Steinmetz as a “recruiter extraordinaire.” Laney said Steinmetz will be key in leading the bank’s growth not only in Texas, but in resort markets in Colorado as well.
“We are very serious about leveraging [Vista’s] approach to private banking and some of their approaches to recruiting, retaining and rewarding talent, and we believe the resort markets are ripe for that opportunity here in Colorado,” Laney said.
The proposed transaction has been unanimously approved by boards of both companies. It remains subject to the approval of Vista shareholders and regulators, as well as other customary closing conditions.
Keefe Bruyette & Woods is serving as financial advisor to National Bank Holdings while Wachtell Lipton Rosen & Katz is providing legal counsel. Jefferies LLC is serving as exclusive financial advisor to Vista and Squire Patton Boggs LLP is acting as legal counsel.
The deal continues a recent trend of dealmaking activity picking up in Texas. Other recent deals include a merger between Texas Trust Credit Union and Family 1st Credit Union, a pending $1.9 billion buyout of Dallas-based Veritex Community Bank by the parent of Columbus, Ohio-based Huntington National Bank and the $476 million purchase of Addison-based Guaranty Bank & Trust by Montana-based Glacier Bancorp Inc.
Editor’s note: This story has been updated with additional information from NBH’s conference call with analysts.