Glacier Bancorp, Inc. Announces Entry Into Arizona With the Acquisition of TFB Bancorp, Inc. in Yuma, Arizona
November 15 2016 - 8:00PM
Glacier Bancorp, Inc. (“Glacier” or the “Company”) (NASDAQ:GBCI)
today announced the signing of a definitive agreement to acquire
TFB Bancorp, Inc. (“TFB Bancorp”) (OTC Pink:TBBN), the holding
company for The Foothills Bank, a community bank based in Yuma,
Arizona. The acquisition marks Glacier’s 18th acquisition since
2000, its seventh announced transaction in the past four years and
its first entry into the state of Arizona. The Foothills Bank
provides banking services to businesses and individuals in Arizona
with four banking offices located in Yuma, Prescott, and Casa
Grande. As of September 30, 2016, TFB Bancorp had total assets of
$316 million, gross loans of $257 million and total deposits of
$265 million.
The boards of Glacier and TFB Bancorp approved the transaction,
which is subject to required regulatory approvals, TFB Bancorp
shareholder approval, and other customary conditions of closing.
The transaction provides for the payment to TFB Bancorp
shareholders of a unit consisting of $7.36152 per share in cash and
0.607387 shares of Glacier common stock. Based on the closing price
of $32.13 for Glacier shares on November 11, 2016, the transaction
would result in an aggregate value of $62.4 million, or $26.88 per
fully diluted TFB Bancorp common share. As of September 30, 2016,
TFB Bancorp had tangible equity of $37.0 million. Upon closing of
the transaction, which is anticipated to take place in the first
quarter of 2017, The Foothills Bank will be merged into Glacier
Bank and operate as a separate banking division under its existing
name and with its existing management team.
“We're very excited to be adding The Foothills Bank to the
Glacier family of banks,” stated Mick Blodnick, Glacier Bancorp’s
President and Chief Executive Officer. “This is a terrific
opportunity for us to enter Arizona with a highly respected and
well managed community bank operating in several great market
areas.” Randy Chesler, President of Glacier Bank added, “With a
great core deposit base, strong customer relationships, and a
talented management team and staff, The Foothills Bank continues to
post outstanding operating results, solid growth and is one of the
best performing banks in Arizona. We believe this outstanding team
will be a great addition to Glacier Bank.” Blodnick noted, “Arizona
represents a logical and long-targeted expansion of our core
footprint and offers attractive long-term growth prospects with a
solid economic base of transportation and logistics, government,
tourism and agriculture. In addition, the transaction will be
immediately accretive to Glacier's earnings per share, excluding
one-time transaction costs.”
Mary Lynn Lenz, President and CEO of TFB Bancorp, commented, “We
are excited to be partnering with the entire Glacier
organization. Foothills has been serving customers in our
communities for over 19 years and our commitment to those
communities is very important. This partnership will allow
our customers to benefit from enhanced product offerings and a
greater lending ability throughout Arizona. Furthermore, our
shareholders will be receiving stock in a high-performing bank that
has consistently delivered incredible shareholder return and
dividend payments.”
Glacier management will review additional information regarding
the transaction in a conference call beginning at 9 a.m. Mountain
Time on Wednesday, November 16, 2016. The call may be accessed by
dialing (877) 561-2748 and the conference ID is 20835058. A slide
presentation to accompany management’s commentary may be accessed
from Glacier’s November 16, 2016 8-K filing with the SEC or at
http://www.snl.com/IRWebLinkX/presentations.aspx?iid=1023792.
Glacier was advised in the transaction by D.A. Davidson &
Co. as financial advisor and Miller Nash Graham & Dunn LLP as
legal counsel. TFB Bancorp was advised by Keefe, Bruyette &
Woods, a Stifel Company, as financial advisor, and Hogan Lovells US
LLP as legal counsel.
About Glacier Bancorp, Inc.
Glacier Bancorp, Inc. is a regional bank holding company
providing commercial banking services in 88 communities in Montana,
Idaho, Utah, Washington, Wyoming and Colorado. Glacier Bancorp,
Inc. is headquartered in Kalispell, Montana and is the parent
company for Glacier Bank, Kalispell and Bank divisions First
Security Bank of Missoula; Valley Bank of Helena; Big Sky Western
Bank, Bozeman; Western Security Bank, Billings; and First Bank of
Montana, Lewistown, all operating in Montana; as well as Mountain
West Bank, Coeur d'Alene operating in Idaho, Utah and Washington;
Citizens Community Bank, Pocatello, operating in Idaho; 1st Bank,
Evanston, operating in Wyoming and Utah; First Bank of Wyoming,
Powell and First State Bank, Wheatland, each operating in Wyoming;
North Cascades Bank, Chelan, operating in Washington; and Bank of
the San Juans, Durango, operating in Colorado.
Visit Glacier’s website at http://www.glacierbancorp.com
Forward-Looking Statements
This news release includes forward-looking
statements, which describe management's expectations regarding
future events and developments such as the benefits of the business
combination transaction involving the Company and TFB Bancorp,
continued success of the Company's style of banking and the
strength of the local economies in which it operates. Future events
are difficult to predict, and the expectations described above are
necessarily subject to risk and uncertainty that may cause actual
results to differ materially and adversely. In addition to
discussions about risks and uncertainties set forth from time to
time in the Company's public filings, factors that may cause actual
results to differ materially from those contemplated by such
forward-looking statements include, among others, the following
possibilities: (1) local, national and international economic
conditions are less favorable than expected or have a more direct
and pronounced effect on the Company than expected and adversely
affect the company's ability to continue its internal growth at
historical rates and maintain the quality of its earning assets;
(2) projected business increases following strategic expansion or
opening or acquiring new banks and/or branches are lower than
expected; (3) costs or difficulties related to the integration of
acquisitions are greater than expected; or (4) legislation or
regulatory requirements or changes adversely affect the businesses
in which the Company is engaged.
Contact: Michael J. Blodnick
(406) 751-4701
Randall M. Chesler
(406) 751-4722
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