M&A Transactionβ€’

HBT Financial Acquires Tri-County Financial for $204.6M

HBT Financial merges with Tri-County Financial Group for $204.6M, enhancing its Midwest presence and creating an $8.3B asset banking institution.

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Alvaro de la Maza

Partner at Aninver

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Key Takeaways

  • HBT Financial, Inc. acquired Tri-County Financial Group, Inc. for $204.6M.
  • Sector: Financial Services & Fintech.
  • Geography: United States.

Analysis

HBT Financial, Inc. is set to significantly expand its footprint in the Midwest through a definitive agreement to acquire Tri-County Financial Group, Inc. for approximately $204.6 million. This strategic move, announced today, will bolster HBT's presence across Illinois and surrounding regions, integrating Tri-County's 19 banking locations into HBT's established network.

The transaction offers Tri-County shareholders a choice of consideration: 2.4589 shares of HBT Financial common stock, $71.01 in cash per share, or a blend of both, subject to proration. Based on HBT's recent trading activity, the implied valuation per share stands at roughly $82.89. This acquisition marks HBT Financial's twelfth such transaction since 2007, underscoring a consistent strategy of growth through consolidation within the community banking sector.

Upon completion, the combined entity will command substantial assets, reaching approximately $8.3 billion in total assets, with $6.0 billion in loans and $7.1 billion in deposits. This scale enhancement is expected to yield operational efficiencies and broaden the product and service offerings available to customers of both organizations. HBT Financial, with roots dating back to 1920 and currently operating 83 branches, will integrate Tri-County Financial, which operates under the First State Bank brand and focuses on commercial and personal banking services.

The strategic rationale behind the merger centers on a shared commitment to relationship-based banking and community engagement. HBT Financial, headquartered in Bloomington, Illinois, will strengthen its position in central Illinois and the greater Chicago metropolitan area. This consolidation aligns with a broader trend in the financial services industry where mid-sized banks pursue mergers to achieve greater scale, enhance technological capabilities, and compete more effectively against larger institutions.

Executives from both companies expressed optimism about the integration. Fred L. Drake, Executive Chairman of HBT Financial, welcomed First State Bank as a valuable addition. J. Lance Carter, President and CEO of HBT Financial, anticipates a collaborative working relationship with the Tri-County leadership. Kirk L. Ross, President and CEO of Tri-County, highlighted the combined entity's potential for increased strength and innovation. Thomas K. Prescott, Chairman of Tri-County, views the merger as a significant step forward for his organization.

The deal is anticipated to close in the first quarter of 2027, pending customary regulatory approvals and the affirmative vote of Tri-County shareholders. A significant portion of Tri-County's shareholders, representing approximately 28% of outstanding shares, have already committed to supporting the transaction through voting agreements. Following the close, Tri-County shareholders are projected to hold about 9% of the enlarged HBT Financial entity. Vedder Price P.C. and Piper Sandler & Co. advised HBT Financial, while Barack Ferrazzano Kirschbaum & Nagelberg LLP and Performance Trust Capital Partners, LLC provided counsel and advisory services to Tri-County Financial.