Mergers & Acquisitions

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Deal Overview

Buyer:
Heartland Financial USA, Inc.
Actual Acquirer:
Centennial Bank and Trust
Target:
Citywide Banks of Colorado, Inc.
Deal Type:
Bank & Thrift Company
Agreement Date:
2/13/2017
Announcement Date:
2/13/2017
Announced Deal Value ($ M):
202.70
Status:
Completed
Completion Date:
7/7/2017
Announced Deal Value Per Share ($ )
207.98

Consideration Breakout
Cash ($M) 58.6
Common Stock ($M) 150.5
Common Stock Issued 3,216,161

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 181.2 182.3
Price / Tangible Book (%) 181.9 183.0
Price / Earnings (x) 18.9 17.6
Price / Deposits (%) 16.92 17.91
Price / Assets (%) 14.72 15.49
Tangible Book Premium/ Deposits (%) 8.20 8.53
Deal Terms
Description of Consideration

Heartland Financial USA Inc. paid $60.16 per share in cash and exchanged 3.30 shares to acquire each outstanding share of Citywide Banks of Colorado Inc. Additionally, Citywide Banks of Colorado Inc.'s preferred stock of approximately $5 million has been redeemed for cash at closing. Heartland Financial USA Inc. also assumed Citywide's Statutory Trust Debentures.

Accounting Method Acquisition
In-State Transaction? No
Merger of Equals? No
Geographic Expansion? In Market
Goodwill Generated ($ 000) 95,154
Estimated Cost Savings (%) 32.00
Estimated Cost Savings ($ 000) 13,129
Est. Restructuring Charges ($ 000) 3,800
Maximum Termination Fee ($ 000) 8,500
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) 3.300000
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) 16,041
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes Panoramic Capital Advisors Inc
Seller Yes Sandler O'Neill & Partners LP
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Dorsey & Whitney LLP
Seller Yes Shapiro Bieging Barber