UMB agrees to buy Heartland Financial in $2.0 billion all-stock deal
UMB Financial agreed on April 28, 2024 to acquire Heartland Financial USA (HTLF) in an all-stock merger valued at about $2.0 billion, with HTLF holders receiving 0.55 UMB shares per HTLF share. Former HTLF stockholders are expected to hold about 31% of the combined company, which the companies say would bring UMB to $64.5 billion in assets and expand its footprint to 13 states. The deal requires UMB shareholder and HTLF stockholder approval and federal regulatory consents, and is expected to close in the first quarter of 2025.
- Exchange ratio of 0.55 UMB shares per HTLF share, valued at $45.74 per HTLF share based on UMB's $83.17 close on April 26, 2024
- Former HTLF stockholders expected to own about 31% of the combined company; five HTLF directors will join a 16-member UMB board
- Termination fee of $70 million payable by either party in certain circumstances
- Expected close in the first quarter of 2025, subject to Federal Reserve and OCC approvals and UMB shareholder and HTLF stockholder votes