Mergers & Acquisitions

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Deal Overview

Buyer:
Heartland Financial USA, Inc.
Actual Acquirer:
Minnesota Bank & Trust
Target:
Signature Bancshares, Inc.
Deal Type:
Bank & Thrift Company
Agreement Date:
11/13/2017
Announcement Date:
11/13/2017
Announced Deal Value ($ M):
53.44
Status:
Completed
Completion Date:
2/23/2018
Announced Deal Value Per Share ($ )
3.22

Consideration Breakout
Cash ($M) 6.6
Common Stock ($M) 48.8
Common Stock Issued 1,000,843

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 191.9 207.6
Price / Tangible Book (%) 206.6 222.8
Price / Earnings (x) 15.6 17.3
Price / Deposits (%) 15.75 16.34
Price / Assets (%) 13.71 14.70
Tangible Book Premium/ Deposits (%) 10.87 11.63
Deal Terms
Description of Consideration

Heartland Financial USA Inc. paid $0.434 in cash (Included $0.099 Cash adjustment per share) and exchanged 0.0610 shares of its common stock for each of the outstanding share of Signature Bancshares Inc. On the closing date, Heartland Financial USA Inc. provided Signature Bancshares Inc. the funds necessary to repay outstanding subordinated debt of $5.9 million. Target financials are for Signature Bank.

Accounting Method Acquisition
In-State Transaction? No
Merger of Equals? No
Geographic Expansion? In Market
Goodwill Generated ($ 000) 33,700
Estimated Cost Savings (%) 25.00
Estimated Cost Savings ($ 000) 2,660
Est. Restructuring Charges ($ 000) 4,100
Maximum Termination Fee ($ 000) 2,400
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) 0.061000
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) 7,700
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes Panoramic Capital Advisors Inc
Seller Yes Sheshunoff & Co.
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Dorsey & Whitney LLP
Seller Yes Winthrop & Weinstine PA