Heartland Financial USA, Inc. Completes Acquisition of Johnson Financial Group Arizona Branches

Rhea-AI Summary

Heartland Financial USA (HTLF) has successfully completed its acquisition of four Arizona branches from Johnson Bank, effective December 4, 2020. This transaction adds approximately $150 million in gross loans and $400 million in deposits to Arizona Bank & Trust (AB&T), Heartland's wholly-owned subsidiary. With this acquisition, AB&T's branches increase from six to ten in the East Valley, enhancing its presence in the Phoenix market. Following this and a prior acquisition of AimBank, Heartland's total assets will approach $18 billion across 140 locations in 12 states.

Positive

• Acquisition of 4 Arizona branches enhances AB&T's market presence.
• Increases total gross loans by approximately $150 million.
• Assumed branch deposits of about $400 million expand customer base.
• Total assets of Heartland will approach $18 billion post-acquisition.

Negative

• Integration risks associated with combining operations of AB&T and Johnson Bank.
• Potential for cost savings to be less than anticipated.

DUBUQUE, Iowa, Dec. 07, 2020 (GLOBE NEWSWIRE) -- Heartland Financial USA, Inc. (“Heartland”) (NASDAQ: HTLF) announced today that Arizona Bank & Trust (“AB&T”), a wholly-owned subsidiary of Heartland, headquartered in Phoenix, Arizona, completed its acquisition of Johnson Bank’s Arizona branches at the close of business on December 4, 2020. Johnson Bank is a wholly-owned subsidiary of Johnson Financial Group, Inc., headquartered in Racine, Wisconsin.

At the closing of the transaction, AB&T acquired Johnson Bank’s four Arizona banking centers, gross loans of approximately $150 million, and certain other assets, and assumed substantially all of the branch deposits of approximately $400 million. As of September 30, 2020, AB&T had assets of approximately $1.0 billion, gross loans of $679 million and deposits of $886 million. The transaction expands the number of AB&T full-service banking centers from six to 10 in the East Valley of the Phoenix market. AB&T will continue to operate under the Arizona Bank & Trust brand.

After completing the acquisition of Johnson Bank’s four Arizona branches and the previously announced acquisition of AimBank in Levelland, Texas, which also closed on December 4, 2020, Heartland will have total assets of almost $18 billion with more than 140 full-service banking locations operating in 12 states.

“The completion of this transaction in the Phoenix market is an important part of our growth strategy and building scale within our existing footprint,” said Bruce Lee, Heartland’s President and CEO. “We are pleased to expand the Arizona Bank & Trust’s team and geographic footprint. We look forward to strengthening existing relationships, building new ones, and continuing to enrich our customer experiences and communities.”

Advisors:
In connection with the transaction, Panoramic Capital Advisors, Inc. served as Heartland’s financial advisor and Dorsey & Whitney LLP served as Heartland’s legal counsel. Keefe, Bruyette & Woods served as JFG’s financial advisor and Reinhart Boerner Van Deuren s.c. served as JFG’s legal counsel.

About Heartland Financial USA, Inc.
Heartland is a diversified financial services company with assets of $15.6 billion as of September 30, 2020. Heartland provides banking, mortgage, private client, investment, insurance and consumer finance services to individuals and businesses. As of September 30, 2020, Heartland had 113 banking locations serving 82 communities in Iowa, Illinois, Wisconsin, New Mexico, Arizona, Montana, Colorado, Minnesota, Kansas, Missouri, Texas and California. Additional information about Heartland is available at www.htlf.com.  

About Arizona Bank & Trust
Arizona Bank & Trust, a wholly-owned subsidiary of Heartland, is a full-service commercial bank with assets of approximately $1.0 billion as of September 30, 2020. Arizona Bank & Trust operates six banking centers across the vibrant Phoenix market. AB&T blends the intimacy and responsiveness of a community bank with the resources of a large financial services company. For more information, visit www.arizbank.com. AB&T is a member of the FDIC and an Equal Housing Lender.

Forward-Looking Statements
This release, and future oral and written statements of Heartland and its management, may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 about AB&T’s acquisition of Johnson Bank’s Arizona banking operations. These forward-looking statements include statements about the benefits of the acquisition, including anticipated future results, cost savings and accretion to reported earnings. Risks relating to the acquisition include the following: the businesses of the Johnson Bank’s Arizona banking operations and AB&T may not be combined successfully, or such combination may take longer than expected; the cost savings from the acquisition may be less than anticipated; credit and interest rate risks of Johnson Bank’s Arizona banking operations may be greater than anticipated; and various difficulties associated with achieving the anticipated future financial results of AB&T following the acquisition.

In addition, this release, and future oral and written statements of Heartland and its management, may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 about Heartland's financial condition, results of operations, plans, objectives, future performance and business. Although these forward-looking statements are based upon the beliefs, expectations and assumptions of Heartland's management, there are a number of factors, many of which are beyond the ability of management to control or predict, that could cause actual results to differ materially from those in its forward-looking statements. These factors, which are detailed in the risk factors in Heartland's Annual Report on Form 10-K filed with the Securities and Exchange Commission, contained, among others: (i) the strength of the local and national economy, including to the extent that they are affected by the COVID-19 pandemic and related restrictions on business and consumer activities; (ii) the economic impact of past and any future terrorist threats and attacks and any acts of war; (iii) changes in state and federal laws, regulations and governmental policies as they impact the company's general business, including government programs offering relief from the COVID-19 pandemic; (iv) changes in interest rates and prepayment rates of the company's assets; (v) increased competition in the financial services sector and the inability to attract new clients; (vi) changes in technology and the ability to develop and maintain secure and reliable electronic systems; (vii) the potential impact of acquisitions and Heartland's ability to successfully integrate acquired banks; (viii) the loss of key executives or employees; (ix) changes in consumer spending, including changes resulting from the COVID-19 pandemic; (x) unexpected outcomes of existing or new litigation involving the company, including claims resulting from our participation in and execution of government programs related to the COVID-19 pandemic; and (xi) changes in accounting policies and practices.

All statements in this release, including forward-looking statements, speak only as of the date they are made, and Heartland undertakes no obligation to update any statement in light of new information or future events.

CONTACT:
Bryan R. McKeag                                                                    
Executive Vice President                
Chief Financial Officer
Heartland Financial USA, Inc.
(563) 589-1994
BMcKeag@htlf.com 

Laura J. Hughes                                                                    
Executive Vice President                
Chief Marketing Officer
Heartland Financial USA, Inc.
(563) 589-2148
LHughes@htlf.com 

FAQ

What did Heartland Financial announce on December 7, 2020?

Heartland Financial announced the completion of its acquisition of Johnson Bank's Arizona branches.

How will the acquisition impact Heartland Financial's total assets?

The acquisition will increase Heartland Financial's total assets to nearly $18 billion.

What are the key financial figures associated with the acquisition?

The acquisition includes gross loans of approximately $150 million and deposits of about $400 million.

How many full-service banking centers will AB&T have after the acquisition?

AB&T will have 10 full-service banking centers in the East Valley of Phoenix after the acquisition.

What risks did Heartland mention regarding the acquisition?

Heartland mentioned risks related to successful integration and the possibility of lower than expected cost savings.