Home BancShares, Inc. Announces Completion of the Acquisition of Happy Bancshares, Inc.
April 01 2022 - 8:15AM
Home BancShares, Inc. (NYSE: HOMB) (“Home” or “the Company”),
parent company of Centennial Bank (“Centennial”), today announced
that it has completed its previously announced acquisition of Happy
Bancshares, Inc. (“Happy”), parent company of Happy State Bank
(“HSB”), pursuant to the terms of a definitive agreement and plan
of merger whereby, in a series of transactions, an acquisition
subsidiary of Home merged with and into Happy, Happy merged with
and into Home, and immediately thereafter, HSB merged with and into
Centennial. The acquisition is effective today, April 1, 2022.
As of December 31, 2021, Happy had approximately
$6.81 billion in total assets, $3.59 billion in loans, and $5.81
billion in deposits. With the completion of the acquisition, the
Company now operates 76 branches in Arkansas, 78 branches in
Florida, 62 branches in Texas, five branches in South Alabama, and
one branch in New York City.
“The completion of the acquisition of Happy
State Bank is a pivotal moment for Home and is another example of
our ability to make smart, strategic deals that are immediately
accretive,” said John Allison, Chairman, President and CEO of Home.
“The long-awaited entry into Texas came at just the right time and
with all the right deal attributes. We expect this to be the
beginning of a bright future in Texas.”
“Centennial Bank welcomes the customers,
talented team of bankers and numerous shareholders of Happy State
Bank and looks forward to the added value this merger will bring to
our franchise,” said Tracy French, President and Chief Executive
Officer of Centennial Bank.
Under the terms of the agreement, Home will
issue approximately 42.4 million shares of its common stock valued
at approximately $958.8 million as of April 1, 2022. In addition,
the holders of stock appreciation rights of Happy received
approximately $3.1 million in cash in cancellation of their
stock appreciation rights immediately before the merger, for a
total transaction value of approximately $961.9 million.
Piper Sandler & Co. served as financial
advisor, and Mitchell, Williams, Selig, Gates & Woodyard,
P.L.L.C. served as legal counsel to Home. Stephens Inc. served as
financial advisor, and Alston & Bird LLP served as legal
counsel to Happy. Also, Piper Sandler issued a fairness opinion to
Home, and Stephens Inc. issued a fairness opinion to Happy.
General
This release may contain forward-looking
statements regarding the Company’s plans, expectations, goals and
outlook for the future, as well as statements about the business
combination transaction involving Home and Happy. Statements in
this press release that are not historical facts should be
considered forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Forward-looking
statements are not guarantees of future events, performance or
results. When we use words like “may,” “plan,” “propose,”
“contemplate,” “anticipate,” “believe,” “intend,” “continue,”
“expect,” “project,” “predict,” “estimate,” “could,” “should,”
“would,” and similar expressions, you should consider them as
identifying forward-looking statements, although we may use other
phrasing. Forward-looking statements of this type speak only
as of the date of this news release. By nature, forward-looking
statements involve inherent risk and uncertainties. Various factors
could cause actual results to differ materially from those
contemplated by the forward-looking statements. These factors
include, but are not limited to, the following: economic
conditions, credit quality, interest rates, loan demand, real
estate values and unemployment; disruptions, uncertainties and
related effects on our business and operations as a result of the
ongoing coronavirus (COVID-19) pandemic and measures that have been
or may be implemented or imposed in response to the pandemic,
including the impact on, among other things, credit quality and
liquidity; the possibility the acquisition of Happy may be more
expensive to complete than anticipated, including as a result of
unexpected factors or events; the risk that the benefits from the
transaction may not be fully realized or may take longer to realize
than expected, including as a result of changes in general economic
and market conditions, ongoing or future effects of the COVID-19
pandemic, interest and exchange rates, monetary policy, laws and
regulations and their enforcement, and the degree of competition in
the geographic and business areas in which Home and Happy operate;
the ability to promptly and effectively integrate the businesses of
Home and Happy; the reaction to the transaction of the companies’
customers, employees and counterparties; diversion of management
time on acquisition-related issues; the effect of any future
mergers, acquisitions or other transactions to which we or our bank
subsidiary may from time to time be a party, including as a result
of one or more of the factors described above as they would relate
to such transaction; the ability to identify, enter into and/or
close additional acquisitions; legislative and regulatory
changes and risks and expenses associated with current and future
legislation and regulations, including those in response to the
COVID-19 pandemic; technological changes and cybersecurity risks;
the effects of changes in accounting policies and practices;
changes in governmental monetary and fiscal policies; political
instability; competition from other financial institutions;
potential claims, expenses and other adverse effects related to
current or future litigation, regulatory examinations or other
government actions; changes in the assumptions used in making the
forward-looking statements; and other factors described in reports
we file with the Securities and Exchange Commission (the “SEC”),
including those factors set forth in our Annual Report on Form 10-K
for the year ended December 31, 2021, filed with the SEC on
February 24, 2022.
FOR MORE INFORMATION CONTACT:
Donna TownsellDirector of Investor Relations Home BancShares,
Inc.(501) 328-4625
Home BancShares (NYSE:HOMB)
Historical Stock Chart
From Jun 2024 to Jul 2024
Home BancShares (NYSE:HOMB)
Historical Stock Chart
From Jul 2023 to Jul 2024