Mergers & Acquisitions

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Deal Overview

Buyer:
Heartland Financial USA, Inc.
Actual Acquirer:
Heartland Financial USA, Inc.
Target:
Morrill Bancshares, Inc.
Deal Type:
Bank & Thrift Company
Agreement Date:
6/12/2013
Announcement Date:
6/12/2013
Announced Deal Value ($ M):
61.50
Status:
Completed
Completion Date:
10/18/2013
Announced Deal Value Per Share ($ )
NA

Consideration Breakout
Cash ($M) 16.6
Common Stock ($M) 39.1
Common Stock Issued 1,402,431

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 101.9 102.0
Price / Tangible Book (%) 124.9 128.1
Price / Earnings (x) 11.0 10.4
Price / Deposits (%) 10.32 9.11
Price / Assets (%) 8.18 7.22
Tangible Book Premium/ Deposits (%) 2.26 2.19
Deal Terms
Description of Consideration

Heartland Financial USA Inc. paid $16.6 million in cash and issued 1,402,431 shares of common stock to acquire Morrill Bancshares Inc. Heartland Financial USA Inc. also assumed $20.62 million of trust preferred securities issued by finance subsidiaries of Morrill Bancshares Inc.

Accounting Method Acquisition
In-State Transaction? No
Merger of Equals? No
Geographic Expansion? Partial Overlap
Goodwill Generated ($ 000) 5,150
Estimated Cost Savings (%) NA
Estimated Cost Savings ($ 000) NA
Est. Restructuring Charges ($ 000) 250
Maximum Termination Fee ($ 000) 1,000
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) NA
Exchange Ratio (Common For Preferred) NA
Exchange Ratio (Preferred For Common) NA
Exchange Ratio (Preferred For Preferred) NA
Lockup Agreement No
Strike Price ($ ) NA
% of Shares Outstanding NA
Shares Under Option NA
Core Deposit Intangibles ($ 000) 8,500
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes Keefe Bruyette & Woods Inc.
Seller Yes Hovde Group LLC
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Dorsey & Whitney LLP
Seller Yes Stinson Leonard Street LLP