Heartland Financial USA, Inc. (NASDAQ:HTLF) Files An 8-K Regulation FD Disclosure

ME Staff 8-k

8 years ago

Heartland Financial USA, Inc. (NASDAQ:HTLF) Files An 8-K Regulation FD Disclosure

Item 7.01

Regulation FD Disclosure.

Heartland Financial USA, Inc. (Heartland), a multi-state bank
holding company, announced today that as of February 28, 2017, it
has completed its acquisition of Founders Bancorp, parent company
of Founders Community Bank, headquartered in San Luis Obispo,
California.

Based on Heartland’s closing common stock price of $49.55 as of
February 28, 2017, the aggregate consideration was $32.3 million,
with approximately 30 percent of the consideration paid in cash
and 70 percent in Heartland common stock.

Simultaneously with the closing of the transaction, Founders
Community Bank was merged into Heartlands California-based
subsidiary, Premier Valley Bank, with Founders banking offices
operating as Founders Community Bank, a Division of Premier
Valley Bank.

As of December 31, 2016, Founders Community Bank had assets of
approximately $197 million, net loans outstanding of $103 million
and deposits of $179 million. The acquisition expands Heartlands
footprint in California from 5 to 9 banking centers and
nationally from 108 to 112 banking centers serving 12 states.

The foregoing description is qualified in its entirety by
reference to the full text of the Agreement and Plan of Merger,
dated October 29, 2016, between Heartland Financial USA, Inc. and
Founders Bancorp, which has been furnished as Exhibit 99.1 to
this Current Report on Form 8-K.

A copy of the press release is furnished as Exhibit 99.2 to this
Current Report on Form 8K.


Item 9.01	Financial Statements and Exhibits.

(d) Exhibits.



99.1		Agreement and Plan of Merger dated October 29, 2016 between Heartland Financial USA, Inc. and Founders Bancorp (incorporated by reference to Appendix A to the Proxy Statement/Prospectus included in Heartlands Registration Statement on Form S4 (File No. 333215047)).
99.2		Press Release dated March 1, 2017.

About Heartland Financial USA, Inc. (NASDAQ:HTLF)
Heartland Financial USA, Inc. (Heartland) is a multi-bank holding company. The Company’s segments include community and other banking, and retail mortgage banking. Its community and other banking segment is engaged in making loans to, and generating deposits from, individuals and businesses in the markets where Heartland has banks. Its retail mortgage banking segment is engaged in the origination of residential loans and subsequent sale of those loans to investors. The Company conducts its community banking business through independently chartered community banks (collectively, the Bank Subsidiaries). Its loans include commercial, commercial real estate and consumer loans. Its securities portfolio consists of United States Government corporations and agencies, mortgage-backed securities and other securities. Its deposit products include checking and other demand deposit accounts, negotiable order of withdrawal accounts, certificates of deposit and other time deposits. Heartland Financial USA, Inc. (NASDAQ:HTLF) Recent Trading Information
Heartland Financial USA, Inc. (NASDAQ:HTLF) closed its last trading session up +1.10 at 50.65 with 127,723 shares trading hands.