Horizon Bancorp has announced a definitive agreement to acquire Heartland
Bancshares Inc. and its wholly-owned subsidiary, Heartland Community Bank,
based in Franklin, Ind.
Under the terms of the merger agreement, Horizon has agreed to issue 0.54
shares (subject to adjustment) of its common stock for each share of
Heartland common stock outstanding at the effective time of the merger.
Based on the closing price of Horizon’s common stock of $18 on Feb. 8, the
indicated value of the transaction was approximately $9.72 per share of
Heartland’s common stock. Subject to Heartland’s shareholder and regulatory
approval, the companies anticipate the transaction will close in the second
quarter of 2012.
“We are enthusiastic about the opportunity to expand our presence in Central
Indiana, which is an attractive, growth-oriented market,” Horizon President
and CEO Craig Dwight said in a statement released last week. “Heartland,
which has the No. 1 deposit share in Johnson County, will provide a strong
foothold in Central Indiana and further establish Horizon’s position as an
Indiana-focused financial institution.”
Heartland Community Bank reported total assets of approximately $246
million, total deposits of approximately $217.9 million, and total loans of
approximately $137.7 million on Dec. 31.
“Horizon anticipates the acquisition will be accretive to earnings per share
after transaction costs,” Dwight added. “By consolidating back-office
capabilities, Horizon anticipates a 25-percent operating cost savings
compared with Heartland’s current operations.”
“Horizon has a successful track record of integrating acquired companies,
such as American Trust & Savings Bank (acquired in 2010) and Alliance
Financial Corporation (acquired in 2005), and believes they will be equally
successful in integrating the Heartland operations into Horizon’s,” the
Based on Horizon’s closing price per share and Heartland’s total dilutive
shares outstanding, the acquisition pricing was approximately $14 million on
Feb. 8 based on 1,442,727 outstanding shares of Heartland common stock.
Heartland’s co-founders, Steve Bechman, President and CEO, and Jeffrey Goben,
Executive Vice President, will continue to manage Heartland’s operations in
Horizon Bancorp is a locally owned, independent, commercial bank holding
company serving Northern Indiana and Southwest Michigan. Its common stock is
traded on the NASDAQ Global Market under the symbol HBNC.