Glacier Bancorp (GBCI) to Acquire TFB Bancorp

November 16, 2016 6:03 AM EST

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Glacier Bancorp, Inc. (Nasdaq: GBCI) announced the signing of a definitive agreement to acquire TFB Bancorp, Inc. (OTC: 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

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.

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