Jan 16, 2019
Merriam, KS-based Morrill & Janes Bank and Trust Company, a wholly-owned subsidiary of Heartland Financial USA, Inc. and Overland Park, KS-based Bank of Blue Valley, a wholly-owned subsidiary of Blue Valley BanCorp., announced their parent companies have entered into a definitive merger agreement pursuant to which BVBC will be acquired by Heartland.
In connection with the closing of this transaction, Morrill & Janes Bank and Bank of Blue Valley will merge. Together, the two banks combined will have assets of approximately $1.3 billion and will operate under the Bank of Blue Valley brand and will be headquartered in Overland Park, KS with a total of 13 full-service branch locations.
With approximately $725 million in total assets, $527 million in net loans outstanding, and $608 million of deposits as of September 30, 2018, Bank of Blue Valley is a 29-year-old full-service commercial bank and serves Johnson County and the greater Kansas City metro area from five full-service banking centers in Kansas.
Similarly, Morrill & Janes Bank serves commercial businesses, professionals and individuals from eight offices and has approximately $593 million in total assets, $391 million in net loans outstanding and $511 million in deposits as of September 30, 2018.
The CEOs from both Kansas banks will play critical roles leading the new combined organization. Once the merger is complete, Robert D. Regnier, Chairman, Presidents and CEO of Bank of Blue Valley, will be named the Executive Chairman and CEO and Wendy L. Reynolds, President and CEO of Morrill & Janes Bank, will assume the role of President of the combined bank. In addition, Kurt M. Saylor will continue as Chairman of the Board.
Mark A. Fortino, EVP and COO of Bank of Blue Valley will be named Executive VicePresident of the combined bank. The remainder of the leadership team will be made up of current Morrill & Janes Bank and Bank of Blue Valley executives.
Mr. Regnier said, “We will continue to build on our three pillars of Community, Philanthropy and Entrepreneurship. We keep these pillars in the forefront of our minds so they are reflected in out decisions and actions every day. Joining with Heartland is an exceptional opportunity to further leverage our growth. We look forward to expanding our lending capacity and enhance our technology with a focus on treasury management and wealth advisory services.”
Ms. Reynolds said, “We are fortunate to be merging with a bank that shares our values, culture and customer focus. The combination of our two organizations will expand our presence in Kansas City and create a bank that is even better positioned for growth and continued success.”
Heartland Financial USA, Inc. is a bank holding company operating 11 independently chartered community banks in the Midwest, Southwest, and Western United States. After acquiring Bank of Blue Valley, Heartland will operate banks in 12 states with 127 full-service banking locations. Each bank has its own president, bank charter and board of directors, with a name that connects it with its local market area. Founded in 1981, Heartland has never had a loss year.
Under the terms of the definitive merger agreement between Heartland and BVBC, which has been unanimously approved by the Boards of Directors of both companies, holders of BVBC common stock will receive 0.3271 shares of Heartland common stock for each share of BVBC common stock owned immediately prior to closing, subject to certain potential adjustments as set forth in the definitive merger agreement.
Based on Heartland’s closing common stock price of $45.45 per share on January 15, 2019, the 100% stock transaction is valued at approximately $93.9 million, or$14.87 per share of BVBC common stock. The actual transaction value will change due to fluctuations in the price of Heartland common stock. The transaction is subject to approval by bank regulators and BVBC shareholders and to customary closing conditions, and is expected to close in the second quarter of 2019, with a systems conversion planned for the third quarter of 2019.
Mr. Regnier added, “Our board views this merger as an excellent opportunity to provide additional value for our customers, employees and shareholders. As we considered our strategic direction, Heartland stood out as a quality merger partner because of our cultural alignment and consistent operating philosophies. We are pleased to partner with a company that has the size and scale to deliver products and services that will meet our customer’s increasingly complex banking needs and that is committed to the highest standards of personal service. This affiliation with the Heartland family of community banks will allow us to press forward with out strategic objectivities for Bank of Blue Valley ad ensure we continue to be active in the community and continuing our dedication of inspiring philanthropy and entrepreneurship.”
Ms. Reynolds concluded, “We are increasing our presence and adding scale in Kansas City with a solid and experienced team dedicated to customer service. Bob Regnier is established and respected in the Kansas City banking community with over forty years of banking experience and is a highly regarded civic leader in the greater Kansas City area. We are excited he and his team will be joining with the Morrill & Janes Bank team to expand and continue our success in the robust Kansas City market.”