Category Archives: Financial Services

Houston insurance company completes $134 million IPO

Skyward Specialty Insurance Group has completed its upsized Initial Public Offering, raising $134 million at a $588 million market capitalization. Its shares ended the week at $19.10 after opening at $15 (ticker SKWD).

The company, which has its head office in the Memorial City area, specializes in commercial property and casualty insurance. The company tries to target niche markets not well served by the mainstream carriers. For example, its Industry Solutions unit focuses on Construction, Energy and Specialty Trucking.

For the nine months ended September 2022, the company had net written premiums of $496 million. Its combined ratio (losses plus expenses) was 97.8% for 2021.

The company was formed in 2007 by Stephen Way. Mr. Wray formed the company shortly after he left HCC Insurance Holdings (which he also founded), a publicly-traded company. Like many companies at the time, HCC was caught using incorrect measurement dates for pricing stock options.  HCC was acquired by Tokio Marine in 2015.

Canadian firm Westaim took a 44% stake in the company in 2014 and in 2020 replaced Mr. Wray with Andrew Robinson as CEO. Shortly afterwards, the company changed its name from Houston International Insurance Group to Skyward Specialty Insurance Group. Mr. Wray is no longer on the board.

CFO Mark Haushill joined the company in 2015. He has been the CFO at two other publicly-traded insurance companies

SEC filing – Propectus

Former manager of Prairie View Credit Union indicted for embezzlement

Gloria Hall, who was the Manager of Prairie View Credit Union (“PVCU’) for 20 years, has been indicted on charges of embezzlement. PVCU was founded in 1937 to serve the Prairie View A&M University and surrounding community.

The discovery of the alleged fraud resulted in the National Credit Union Administration liquidating PVCU (assets $3 million) and forcing a merger with Cy-Fair Federal Credit Union (assets $340 million) earlier this year.

Hall joined PVCU as a loan officer in 1988, but left in 1990 to work for the University. She returned in 2000 as manager of the credit union.

During her 20 years as manager, PVCU did not offer online banking and do not have an ATM. Hall single-handedly approved all loans and personally communicated with major account holders. She controlled access to all books and records and controlled the information provided to the PVCU Board of Directors.

From 2010 to August 2020, Hall utilized 34 member accounts, mostly belonging to elderly members, to carry out various fraudulent schemes. She allegedly created 58 false loans in the names of relatives and friends and transferred $791,000 from elderly credit union members to those relatives and friends. When loans were due, she would create more false loans to repay the amounts due. It’s not clear from the indictment how much of the $791,000 was lost.

Between November 2017 and September 2019, Hall also allegedly embezzled  $211,563 from two elderly account holders and transferring the monies to other account holders. Between 2016 and 2020 she also allegedly withdrew $76,772 from account holders and used the money for her personal benefit.

The National Credit Union Administration estimated total losses to be $200,000.

Hall is charged with three counts of embezzlement by a credit union employee and one count of making false entries in the financial records of the credit union.

If convicted, Hall faces up to 30 years in prison and a possible $1 million maximum fine.

Corebridge $1.7 billion IPO largest in US this year

Corebridge Financial, a carve-out of AIG’s retirement services and life insurance business, has announced the pricing of its Initial Public Offering (IPO). 80 million shares will be offered at $21 per share, the bottom end of the range.  The $1.7 billion raised is the largest IPO this year in the US.

Corebridge manages $358 billion in client assets as of June 30, 2022. It is a leading provider of annuities for individual retirement plans (1.2 million policies) and retirement plans for education, healthcare and government sectors (1.9 million customers).

The shares being sold are about 12% of the total float. AIG will own 78% of the shares while Blackrock will own 10%. All the proceeds will go to AIG.

Blackrock acquired its shares in 2021 for $2.2 billion. That was part of a deal where AIG agreed to transfer the management of $50 billion of Corebridge’s client assets to Blackrock. That figure will rise to $93 billion by 2027.

Houston head office

Corebridge has its head office on Allen Parkway in Houston. That connection is because the life insurance business was primarily built on AIG acquiring American General Corporation (AGC) in 2001 for $23 billion. AGC was founded in 1926 by Gus Wortham, who was one of the Houston’s major civic leaders.


Kevin Hogan, the CEO of Corebridge, has been in that position since 2014. According to LinkedIn, he is based in New York as is Elias Habayeb, the CFO. He has been in that role for almost a year. Both Mr. Hogan and Mr. Habayeb are long-time AIG employees, though, interestingly both left and then rejoined AIG.

The carve-out from AIG is expected to cost between $350 million and $450 million as the company rebrands and replaces systems and infrastructure provided by AIG.

Corebridge will list on the NYSE with the ticker ‘CRBG’


Houston bank first to settle allegations of false PPP lending

Prosperity Bank, based in Houston, has become the first US bank to settle claims arising out of the Paycheck Protection Program (PPP). It has agreed to pay $18,674 arising from a $213,400 PPP loan made to Woodlands Pain Institute.

The PPP application included a question asking whether the applicant is subject to an indictment or is facing criminal charges. At the time of his application, Dr. Emad Bishai was the sole owner of Woodlands Pain Institute. He checked the box marked ‘No’ even though he was facing criminal charges in Montgomery County.

Prosperity Bank employees knew Bishai was facing charges and was therefore ineligible to apply for the PPP loan. They processed his application anyway. Prosperity Bank received a 5% processing fee of $10,670.

Bishai entered into a $0.5 million settlement in November 2021 to resolve his liability arising from fraudulent medical billing and his submission of the PPP loan application. He also repaid the PPP loan in full in 2022.

Six Houston-area residents charged with mortgage fraud

Six Houston-area residents have been charged in a multi-layered fraud scheme involving mortgage fraud and identity theft.

The US Attorney’s Office in the Southern District of Texas issued a press release, outlining some of the details. However, the original indictment filed last month remains sealed. Therefore, at this time, I don’t know how the scheme started and how long it continued.

The scheme involves

  • Elvina Buckley, a Woodlands realtor
  • Heather Ann Campos, a mortgage broker, based in Spring
  • Melinda Munoz, a notary, based in Spring
  • Leslie Edrington and her daughter, ShyAnne, also based in Spring
  • David Lewis Best Jr, a financial services executive

Ms. Campos and Mr. Best are considered fugitives and warrants remain outstanding for their arrest.

The indictment alleges that the six recruited clients for credit repair and “cleaned” their clients’ credit histories by filing false identify theft reports with the Federal Trade Commission.

After falsely inflating client credit worthiness, the six would fraudulently obtain credit cards, disaster loans and mortgages for themselves and their clients. They maintained control of the properties purchased in their clients’ names for the purpose of, allegedly, building a real estate portfolio worth millions of dollars and enriching themselves with rental income.

If convicted, all face up to 30 years in federal prison and a possible $1 million maximum fine.

Houston bank to pay $8 million for failing to counter money laundering activities.

CommunityBank of Texas has agreed to pay penalties of $8 million to settle charges that it failed to counter money laundering activities.

CommunityBank is part of CBTX, which is in the process of merging with Allegiance Bank, another Houston-based community bank. CBTX has 35 branches, mainly in the Houston and Beaumont areas.

The penalties were levied by two different regulatory bodies, the Office of the Comptroller of the Currency and the Financial Crimes Enforcement Network.

The Bank Secrecy Act (BSA) requires banks to implement and maintain an effective anti-money laundering (AML) program in order to guard against money laundering through financial institutions.

Weak controls

The bank had an AML program in place. However, as implemented, the program was not adequate to meet the minimum requirements of the BSA. The bank had an enterprise-wide automated monitoring system that reviewed transactions and generated alerts for review by analysts. However, the compliance office was understaffed. In practice, the three BSA analysts were reviewing an average of 100 alerts per day.

In addition, the BSA case officer applied exemptions for customers whose activities were thought to be ‘well-known’.  Exemptions were granted to customers who were later arrested or convicted of financial crimes.

The bank was also lax in fully completing questionnaires on new customer due diligence. In addition, there were many instances where it failed to file suspicious activity reports (SARs) on transactions over $5,000.

Illegal gambling and drug dealers

The regulators gave three examples where the bank should have reported suspicious activity.

  • Customer A operated a used car dealership and a financing company. The businesses had 19 accounts at the bank. The accounts received suspicious deposits of large round dollar amounts sent by persons known to be gamblers. Although the automated AML system created alerts, the bank did not act or report them. In 2019, the customer pleaded guilty to tax evasion and money laundering associated with operating an illegal sports gambling business for over 30 years.
  • Customer B was a former CPA who pled guilty in 2013 to a tax crime in relation to sports gambling. Despite that, the bank onboarded him as a new customer in 2017 and permitted him to open an account for a gambling establishment. The bank filed three incomplete SARs. Only after customer B was arrested in May 2019 for operating an illegal gambling ring, did the bank file an amended SAR reporting over $30 million in suspicious activity.
  • Customer C and his family was onboarded as a new customer in 2009 but the customer due diligence paperwork was incomplete. The accounts subsequently showed red flag indicators such as frequent deposit of checks, absence of typical business activities and a high volume of fees imposed for insufficient funds. Despite that, and knowing there was law enforcement interest in 2018, the bank failed filed to file any SARs. until January 2020. In July 2020, the customer and several members of the family were arrested on chemical trafficking charges. It was only in September 2020, did the bank file a more substantial SAR.

After the bank was notified of an investigation by the regulators in 2018, it hired a new Director of Financial Crimes and increased AML staffing.

SEC filing – 8-k

Spirit of Texas Bank to be acquired for $581 million

Spirit of Texas Bancshares, based in Conroe, has agreed to be acquired by Simmons First National Corporation, in a transaction worth $581 million. [UPDATE 04-08-22 – The deal has now closed.]

Spirit of Texas Bank operates 37 branches, primarily in the Texas triangle between Houston, Dallas-Fort Worth and San Antonio.

Simmons, based in Arkansas, operates 209 branches, but only 23 in Texas, around Dallas/Fort Worth and towns north of there.  It did have five locations in Austin and San Antonio but sold them to Spirit in February 2020 for $131 million. Simmons has been on an acquisition spree recently. Just last month, the company completed the acquisitions of two Tennessee-based banks for $278 million.

Spirit of Texas started in 2008 by acquiring First Bank of Snook in College Station. It went public in May 2008, raising $42 million. That valued the bank at around $200 million. It has made four  acquisitions since going public.

Founder and CEO of Spirit, Dean Bass, will retire and join the Simmons board as an independent director.

Two weeks ago, two Houston-based banks, Allegiance and CBTX, announced a $1.5 billion merger.

Both transactions are expected to close in the second quarter of 2022.

Simmons Spirit acquisition – investor presentation

Houston banks to merge in $1.5 billion all-stock transaction

Houston-based banks, Allegiance Bank and CBTX, have agreed to merge in an all-stock transaction. The combined market capitalization will be around $1.5 billion. and it will have $8.7 billion in deposits, placing it 6th in the Houston region (behind JP Morgan, Wells Fargo, Bank of America, PNC and Zions).


Allegiance has 28 branches, 27 in Houston and 1 in Beaumont. CBTX has 19 branches in Houston, 15 in the Beaumont area and one in Dallas.

Allegiance shareholders will own 54% of the combined stock, CBTX 46%. The bank name has yet to be determined.

Steve Retzloff, CEO of Allegiance, will become Executive Chairman, while Paul Egge, CFO of Allegiance, will take the same role in the combined company. Bob Franklin, CEO of CBTX, will become CEO of the combined company.

Both banks began operations in 2007. Allegiance initially concentrated on organic growth but in recent years made four acquisitions including Farmers & Merchants and Post Oak Bank. It completed its IPO in 2015.

CBTX started out in Beaumont in 2007 with the acquisition of CountyBank and later bought Crosby State Bank, Vista Bank and Memorial City Bank to expand into Houston. It went public in 2017.

The banks expect annualized pre-tax cost savings of $36 million. That’s net of $1 million of incremental costs for increased regulations and risk management that are required when a bank exceeds $10 billion in assets.

Closing is expected in the 2nd quarter of 2022.

SEC filing – Allegiance and CBTX merger

Cadence Bank to pay $8.5 million to settle claims of redlining

The Justice Department has announced a settlement with Houston-based Cadence Bank to resolve allegations that the bank engaged in lending discrimination by ‘redlining’ predominantly Black and Hispanic neighborhoods in the Houston area.

The Justice Department alleged that the bank engaged in redlining between 2013 and 2017 by avoiding providing loans and other home mortgage services in majority-Black and Hispanic neighborhoods.

In 2018, the Houston Metropolitan Statistical area had over 7 million residents. The region was 37.6 percent Hispanic, 35.5 percent White and 17 percent non-Hispanic Black. 52 percent of the census tracts were majority-Black and Hispanic.

Branches in majority-white areas

From 2013 to 2017, 12 of the 13 branches that Cadence operated were located in majority-white neighborhoods. The remaining branch was in downtown Houston and mainly served commuters. In 2017, the downtown area became majority-white due to demographic change.

Cadence relied on its loan officers to generate loans. All, except the downtown branch, had at least one loan officer assigned to them. None of the loan officers spoke fluent Spanish, nor did the bank provide training to serve the credit needs of the majority-Black and Hispanic areas. The bank did not advertise at all in Spanish.

Of the nearly 1,600 mortgage applications that Cadence generated in that period, 14 percent came from majority-Black and Hispanic areas. In contrast, similar-sized peers in the Houston area generated 36 percent of their applications from the same areas.

As a depository bank, Cadence is subject to the requirements of the Community Reinvestment Act which requires most banks to meet the credit needs of the communities that they serve. In the case of Cadence that’s Harris, Fort Bend and Montgomery counties.

The regulator initiated an examination of the Bank’s practices in October 2017.


Cadence will pay

  • $3 million fine
  • $4.17 million to create a loan subsidy fund for residents of predominantly Black and Hispanic neighborhoods in Houston
  • $750,000 for development of community partnerships to provide services to increase access to mortgage credit in these areas
  • $625,000 for advertising, consumer financial education and credit repair initiatives.

The bank is also required to dedicate at least four mortgage loan officers to majority-Black and Hispanic neighborhoods and open a new branch in one of these neighborhoods. It will also hire a Director of community lending to oversee these efforts and work with the bank’s leadership.

Merger transaction

In April, Cadence announced that it would merge with BanCorpSouth, based in Tupelo, Mississippi in a $6 billion all-stock transaction. The deal is expected to close later this year.

Cadence entered settlement negotiations with the Department of Justice, with the consent and support of BancorpSouth.


Galveston Insurance company to be sold for $5 billion

Moody Gardens – Galveston

[UPDATE 5-25-22 The acquisition was completed]

American National Group (ANAT), an insurance company based in Galveston, has agreed to be acquired by Brookfield Asset Management Reinsurance for $5.1 billion.

The all-cash offer of $190 per share represents a 25% over the weighted average share price for the past 30 days. There were press reports in May that the company was exploring a possible sale. Prior to that, the stock price was around $120 per share.

ANAT was formed in 1905 in Galveston by William Lewis Moody Jr. It has $30 billion in assets, primarily in life insurance, though it has health, property, and casualty products. It operates in all 50 states.

70% of the stock is owned by the Moody Family or The Moody Foundation. The Libbie Shearn Moody Trust, The Moody Foundation and the Moody Medical Research Institute, who collectively own 60% of the shares, have approved the sale.

A lot of the shares of ANAT are owned in trusts of surviving members of the Moody family. Once the beneficiary dies, most of the shares in those trusts will revert back to The Moody Foundation.  According to the 2019 financial report of The Moody Foundation, about two-thirds of its investments (direct and indirect) were tied up in its investment in ANAT, so the sale will allow it to diversify its assets.

Following closing, Brookfield Reinsurance intends to maintain American National’s headquarters in Galveston and its presence in League City, as well as its operational hubs in Springfield, Missouri and Albany, New York.

According to the Wall Street Journal there has been a ‘frenzy among investment firms to amass insurance assets in recent months, with Blackstone Group Inc., Apollo Global Management Inc. and KKR & Co. all announcing big transactions’. With low interest rates, insurance companies generate a lot of cash that can be reinvested in other higher yielding investment products.

The deal is expected to close in the first half of 2022.

In April, CFO Tim Walsh was promoted to COO.

Press release – American National Group