Horizon Bancorp (NASDAQ:HBNC) (“Horizon”) and Lafayette Community
Bancorp (OTC Pink:LFYC) (“Lafayette”), today announced they have
executed a definitive agreement whereby Horizon will acquire
Lafayette Community Bancorp and its wholly-owned subsidiary,
Lafayette Community Bank, through a stock and cash merger.
Under the terms of the merger agreement,
shareholders of Lafayette will receive fixed consideration of
0.5878 shares of Horizon common stock and $1.73 in cash for each
share of Lafayette’s common stock. Based upon the May 22,
2017 closing price of $25.38 per share, the implied price of
Lafayette common stock is $16.64 per share. On December 29, 2016,
Horizon purchased 90,574 shares, or 4.65%, of Lafayette’s
outstanding common stock from a Lafayette shareholder. Based on the
closing price of Horizon’s common stock on May 22, 2017, the
transaction value for the shares of common stock, owned by
shareholders other than Horizon, is approximately $32.0
million. Shareholders owning less than 100 shares of
Lafayette common stock will receive $17.25 in cash for each
share.
Established in 2000 and headquartered in Lafayette,
Indiana, Lafayette Community Bancorp, through its wholly-owned
subsidiary Lafayette Community Bank, serves Tippecanoe County,
Indiana with four full-service banking locations. As of March 31,
2017, Lafayette had total assets of approximately $172.1 million
and total equity of $19.8 million, translating to an equity to
asset ratio of 11.49%.
Horizon Bancorp is a community bank holding company
headquartered in Michigan City, Indiana with total assets of $3.2
billion as of March 31, 2017. Horizon Bancorp’s wholly-owned
subsidiary, Horizon Bank, NA (“Horizon Bank”), still operates under
its charter dating back to 1873, with fifty-nine offices extending
throughout northern and central Indiana and southwestern and
central Michigan with a loan production office in central Ohio.
“We are enthusiastic about this merger, as it is
consistent with Horizon’s philosophy of partnering with banks that
hold core values similar to ours and a commitment to serving their
local communities,” said Horizon’s Chairman and Chief Executive
Officer, Craig M. Dwight. “Our complementary product
offerings and commitment to engaging the local community is a
winning combination for our shareholders, employees, customers and
community at large. We believe this shared philosophy will not only
enhance Horizon’s franchise value, but also provide value to
Lafayette Community Bank’s customer base giving them access to an
expanded branch network and a robust product offering.”
Dwight further explained that the merger provides
an excellent complement to Horizon’s desire to expand our branch
locations from northern Indiana and connect to our existing branch
locations in the central Indiana market. “We continue to believe
increasing our presence in the Lafayette area will provide Horizon
with growth opportunities and the ability to retain and attract
seasoned bankers, which are key components to our future success,”
Dwight commented. Horizon has a track record of establishing
local advisory boards to maintain the pulse of the local
community. Dwight indicated that such an advisory board will
be established for the greater Lafayette area following the
merger.
Bradley Marley, Chief Executive Officer of
Lafayette Community Bank, stated, “We are truly pleased to partner
with Horizon Bank and look forward to the opportunities this
provides our customers and community. Horizon has our shared
commitment to community and understands the impact a true community
bank can have by offering local decision-making, community
involvement, and personal one-on-one service. These have been
the foundations of Lafayette Community Bank and will continue as we
join together with Horizon.” In addition, Mr. Marley
stated, “We are pleased that the Lafayette Community Bank’s local
efforts will continue to be led by myself, Steve Hickman and Dick
Murray.” Dwight commented that, “Horizon’s philosophy is
people first with local leadership who knows the market well.
Horizon is delighted to gain such a talented and seasoned banking
team.”
Edward Chosnek, founding board member and chairman
of Lafayette Community Bank since it opened its doors in 2000,
stated, “As a lifelong member of the Lafayette community, I have
been excited to watch Lafayette Community Bank grow from our
opening in a converted tire shop to four locations, three new state
of the art facilities, with the fourth currently under
construction. Our mission from the beginning was to be a true
community bank, with a commitment to serve the Greater Lafayette
community, not only by meeting their banking needs in a personal
and professional manner, but also contributing to the quality of
life in our community.”
In addition, Mr. Chosnek commented, “I am pleased
that we now have the opportunity to partner with Horizon Bank, who
has demonstrated a strong commitment to community involvement,
local decision making, retention of local staff and a “people
first” philosophy. This partnership will allow us to continue our
mission and to provide increased products and services as well as
higher lending limits to help us better serve all customers.”
The transaction is expected to be completed in the
third quarter of 2017, subject to approval by bank regulatory
authorities and the shareholders of Lafayette Community Bancorp, as
well as the satisfaction of other customary closing conditions.
Lafayette Community Bank will be merged into Horizon Bank, and the
combined operations will be continued under the Horizon Bank
name.
Lafayette Community Bancorp was advised by
Renninger & Associates, LLC and the law firm of SmithAmundsen
LLC. Horizon Bancorp was advised by the law firm of Barnes
& Thornburg LLP.
About Horizon BancorpHorizon
Bancorp is an independent, commercial bank holding company serving
northern and central Indiana, southwest and central Michigan and
central Ohio through its commercial banking subsidiary Horizon
Bank, NA. Horizon also offers mortgage-banking services
throughout the Midwest. Horizon Bancorp may be reached online at
www.horizonbank.com. Its common stock is traded on the NASDAQ
Global Select Market under the symbol HBNC.
About Lafayette Community
BancorpLafayette Community Bancorp operates as the bank
holding company for Lafayette Community Bank that provides
commercial banking services in Tippecanoe County, Indiana.
Lafayette Community Bank was founded in 2000 and operates offices
throughout Lafayette and West Lafayette, Indiana. Lafayette
Community Bank may be reached online at
www.lafayettecommunitybank.com
Additional InformationIn
connection with the proposed merger, Horizon will file with the SEC
a Registration Statement on Form S-4 that will include a Proxy
Statement of Lafayette Community Bancorp and a Prospectus of
Horizon, as well as other relevant documents concerning the
proposed transaction. Shareholders and investors are urged to read
the registration statement and the proxy statement/prospectus
regarding the merger when it becomes available and any other
relevant documents filed with the SEC, as well as any amendments or
supplements to those documents, because they will contain important
information.
The proxy statement/prospectus and other relevant
materials (when they become available), and any other documents
Horizon has filed with the SEC, may be obtained free of charge at
the SEC’s website at www.sec.gov. In addition, investors and
security holders may obtain free copies of the documents Horizon
has filed with the SEC from Horizon at www.horizonbank.com under
the tab “About Us – Investor Relations – – Documents – SEC
Filings.” Alternatively, these documents, when available, can be
obtained free of charge from Horizon upon written request to
Horizon Bancorp, attention: Dona Lucker, Shareholder Relations
Officer, 515 Franklin Square, Michigan City, Indiana 46360 or by
calling (219) 874-9272. The information available through Horizon’s
website is not and shall not be deemed part of this press release
or incorporated by reference into other filings Horizon makes with
the SEC. This communication does not constitute an offer to sell or
the solicitation of an offer to buy any securities or a
solicitation of any vote or approval.
Horizon and Lafayette and certain of their
directors and executive officers may be deemed to be participants
in the solicitation of proxies from the shareholders of Lafayette
in connection with the proposed merger. Information about the
directors and executive officers of Horizon is set forth in
Horizon’s Annual Report on Form 10-K filed with the SEC on February
28, 2017, and in the proxy statement for Horizon’s 2017 annual
meeting of shareholders, as filed with the SEC on March 17, 2017.
Additional information regarding the interests of these
participants and any other persons who may be deemed participants
in the transaction may be obtained by reading the proxy
statement/prospectus regarding the proposed merger when it becomes
available. Free copies of this document may be obtained as
described in the preceding paragraph
Forward Looking StatementsThis
press release may contain forward-looking statements regarding the
financial performance, business prospects, growth and operating
strategies of Horizon. For these statements, Horizon claims
the protections of the safe harbor for forward-looking statements
contained in the Private Securities Litigation Reform Act of
1995. Statements in this press release should be considered
in conjunction with the other information available about Horizon,
including the information in the filings we make with the
Securities and Exchange Commission. Forward-looking
statements provide current expectations or forecasts of future
events and are not guarantees of future performance. The
forward-looking statements are based on management’s expectations
and are subject to a number of risks and uncertainties. We
have tried, wherever possible, to identify such statements by using
words such as “anticipate,” “estimate,” “project,” “intend,”
“plan,” “believe,” “will” and similar expressions in connection
with any discussion of future operating or financial
performance.
Although management believes that the expectations
reflected in such forward-looking statements are reasonable, actual
results may differ materially from those expressed or implied in
such statements. Risks and uncertainties that could cause
actual results to differ materially include risk factors relating
to the banking industry and the other factors detailed from time to
time in Horizon’s reports filed with the Securities and Exchange
Commission, including those described in its Form 10-K. Undue
reliance should not be placed on the forward-looking statements,
which speak only as of the date hereof. Horizon does not undertake,
and specifically disclaims any obligation, to publicly release the
result of any revisions that may be made to update any
forward-looking statement to reflect the events or circumstances
after the date on which the forward-looking statement is made, or
reflect the occurrence of unanticipated events, except to the
extent required by law.
Horizon Contact Information:
Craig M. Dwight
Chairman and
Chief Executive Office
Phone: (219) 873-2725
Fax: (219) 874-9280
Mark E. Secor
Chief Financial Officer
Phone: (219) 873-2611
Fax: (219) 874-9280
Lafayette Contact Information:
Bradley Marley
Chief Executive Officer
Phone: (765) 742-1523
Horizon Bancorp (NASDAQ:HBNC)
Historical Stock Chart
From Aug 2024 to Sep 2024
Horizon Bancorp (NASDAQ:HBNC)
Historical Stock Chart
From Sep 2023 to Sep 2024