Heartland BancCorp Completes Acquisition of Northern Kentucky/ Cincinnati-Focused Victory Community Bank

WHITEHALL, Ohio, April 08, 2020 (GLOBE NEWSWIRE) -- Heartland BancCorp (“Heartland”) (OTCQX: HLAN), the holding company for Heartland Bank, an Ohio state member bank, today announced that, effective April 7, 2020, it had completed the acquisition of Victory Community Bank. As previously announced, the terms of the acquisition provide Victory Bancorp, Inc. (as the sole shareholder of Victory Community Bank) 58,934 shares of Heartland common stock and approximately $35.5 million in cash.

At December 31, 2019, Victory Community Bank had total assets of $181 million, a loan portfolio of $147 million, and a deposit base of $137 million with three banking locations in Boone, Kenton and Campbell counties in Kentucky.  Its former sister company, Victory Mortgage, LLC, which is affiliated with Fischer Homes, has mortgage lending offices in Louisville, Columbus, Indianapolis and Atlanta. As part of the merger, Victory Mortgage entered into a cooperation agreement with Heartland Bank for certain products and services to be provided to Heartland Bank post-closing.   

“We welcome Victory Community Bank’s customers and employees to the Heartland family,” stated G. Scott McComb, Chairman and Chief Executive Officer.  “This merger expands our presence throughout Northern Kentucky and Cincinnati, and complements Heartland’s franchise.  We are excited to join with the Victory Team and deliver quality community banking services to this vibrant market area.”

Heartland was advised by D.A. Davidson & Co., as financial advisor, and Hunton Andrews Kurth LLP, as legal counsel.  Victory was advised by Boenning & Scattergood, Inc., as financial advisor, and Dinsmore & Shohl LLP, as legal counsel. 

About Heartland BancCorp

Heartland BancCorp is a registered Ohio bank holding company that has elected financial holding company status and is the parent of Heartland Bank, which operates 19 full-service banking offices, and TransCounty Title Agency, LLC.  Heartland BancCorp is currently quoted on the OTC Markets (OTCQX) under the symbol HLAN.  Heartland Bank, founded in 1911, provides full-service commercial, small business, and consumer banking services; professional financial planning services; and other financial products and services.  Heartland Bank is a member of the Federal Reserve, a member of the FDIC, and an Equal Housing Lender.  Learn more about Heartland Bank at Heartland.Bank.

In May 2019, Heartland was ranked #44 on the American Banker Magazine’s list of Top 200 Publicly Traded Community Banks and Thrifts based on three-year average return on equity (“ROE”) as of December 31, 2018.

Safe Harbor Statement

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about (i) the benefits of a merger between Heartland Bank and Victory Community Bank, including future financial and operating results, cost savings enhancements to revenue and accretion to reported earnings that may be realized from the merger; (ii) Heartland Bank’s plans, objectives, expectations and intentions and other statements contained in this press release that are not historical facts; and (iii) other statements identified by words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “targets,” “projects,” or words of similar meaning generally intended to identify forward-looking statements. These forward-looking statements are based upon the current beliefs and expectations of Heartland’s management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the control of Heartland. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Actual results may differ materially from the anticipated results discussed in these forward-looking statements because of the following factors, among others,: (1) the assumptions and estimates used by Heartland’s management include both assumptions as to certain business decisions that are subject to change and, in many respects, subjective judgment, and thus is susceptible to multiple interpretations and periodic revisions based on actual experience and business developments, and thus, may not be realized; (2) the businesses of Heartland Bank and Victory Community Bank may not be combined successfully, or such combination may take longer, be more difficult, time-consuming or costly to accomplish than expected; (3) the expected growth opportunities or cost savings from the merger may not be fully realized or may take longer to realize than expected; (4) deposit attrition, operating costs, customer losses and business disruption following the merger, including adverse effects on relationships with employees, may be greater than expected; (5) legislative or regulatory changes, including changes in accounting standards, may adversely affect the businesses in which Heartland and Victory are engaged; (6) changes in the interest rate environment may adversely affect net interest income; (7) results may be adversely affected by continued diversification of assets and adverse changes to credit quality; (8) competition from other financial services companies in Heartland Bank’s, Victory Community Bank’s and Victory Mortgage’s markets could adversely affect operations; (9) the impact of the coronavirus (COVID-19) pandemic on the employees and customers of Heartland Bank, as well as the resulting effect on the business, financial condition and results of operations on Heartland Bank; and (10) the economy could experience a slowdown that could adversely affect credit quality and loan originations.

Heartland cautions that the foregoing list of factors is not exclusive. All subsequent written and oral forward-looking statements are expressly qualified in their entirety by the cautionary statements above. Heartland does not undertake any obligation to update any forward-looking statement to reflect circumstances or events that occur after the date the forward-looking statements are made.

Contacts:   G. Scott McComb, Chairman & CEO
Heartland BancCorp  614-337-4600