The deal is clearly accretive and strategically sound for HBT, expanding its Illinois footprint with a high-quality, low-cost deposit base. Monitor for regulatory filings (Form S-4) and the TYFG shareholder vote timeline. HBT's strong integration track record (12th merger since 2007) reduces execution risk. The 2.4% TBV dilution with sub-one-year earnback is attractive for bank M&A.
Price Chart
Executive Summary
HBT Financial announced a definitive agreement to acquire Tri-County Financial Group (TYFG) for approximately $204.6 million in a mixed stock-and-cash transaction. TYFG shareholders can elect 2.4589 HBT shares or $71.01 cash per share (implied value ~$82.89/share). The deal is expected to close in Q1 2027, is unanimously approved by both boards, and is projected to be 11.1% accretive to HBT's EPS in the first full year with TBV dilution of 2.4% earned back in under one year.
Key Financial Metrics
Key Facts
- Transaction valued at ~$204.6 million based on HBT's $36.35 closing price on August 7, 2026
- Consideration: 2.4589 HBT shares or $71.01 cash per TYFG share, subject to proration
- Aggregate cash consideration fixed at ~$59.9 million; ~3.8 million HBT shares to be issued
- Implied per-share purchase price of $82.89; valuation multiples of 131% of TBV and 11.6x LTM earnings
- Expected to close in Q1 2027, subject to TYFG shareholder vote, regulatory approvals, and S-4 effectiveness
- Projected EPS accretion of 11.1% in first full year with 34% cost savings on TYFG's noninterest expense base
- TBV dilution of 2.4% at closing with earnback period of less than one year using crossover method
- Pro forma combined company: ~$8.3B assets, ~$6.0B loans, ~$7.1B deposits across 102 branches
- Termination fee of $7.25 million payable by TYFG to HBT under specified circumstances
- Voting agreements in place covering ~28% of outstanding TYFG shares; TYFG Chairman Tom Prescott to join HBT board post-closing
Financial Impact
Transaction valued at ~$204.6 million. HBT expects 11.1% EPS accretion in 2028 (first full year with 100% cost savings) and 2.4% TBV dilution with less than one year earnback. Cost savings of 34% of TYFG's noninterest expense base, with 80% phased in during 2027.
Risk Factors
- Regulatory approval risk from Federal Reserve, FDIC, and Illinois DFPR
- TYFG shareholder approval risk despite 28% committed via voting agreements
- Integration risk combining two community banks with different systems and cultures
- Potential for competing bids triggering termination fee dynamics
- Divestiture of First State Mortgage Services must be completed prior to closing
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 7 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0000775215-26-000076 |
| Document: hbt-20260810.htm | 0000775215-26-000076 |
| Document: hbt-20260810ex991.htm | 0000775215-26-000076 |
| Document: hbt-20260810ex992.htm | 0000775215-26-000076 |
| Document: 0000775215-26-000076-index-headers.html | 0000775215-26-000076 |
| Document: 0000775215-26-000076-index.html | 0000775215-26-000076 |
| Document: 0000775215-26-000076.txt | 0000775215-26-000076 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 26, 2026 today | Press Release | — | awaiting T+1 | — | — |
Oct 26, 2026 today | 8-K | — | awaiting T+1 | — | — |
Sep 22, 2026 4w ago | Institutional Cluster | $35.42 $35.11 | ▼ −0.88% | ▼ −0.15% | $37.21 (+5.05%) |
Sep 17, 2026 5w ago | EFFECT | $36.08 $36.01 | ▼ −0.19% | ▼ −0.07% | $37.21 (+3.13%) |
Aug 10, 2026 11w ago | 8-K | $35.94 $36.19 | ▲ +0.70% | ▲ +1.02% | $37.21 (+3.53%) |
Aug 7, 2026 11w ago | EFFECT | $36.35 $35.94 | ▲ +1.13% | ▲ +1.10% | $37.21 (−2.37%) |
Aug 4, 2026 11w ago | S-4/A | $36.13 $36.11 | ▼ −0.06% | ▲ +0.14% | $37.21 (+2.99%) |
Jul 27, 2026 13w ago | Press Release | $34.59 $36.16 | ▲ +4.54% | ▲ +4.30% | $37.21 (+7.57%) |
Jul 10, 2026 15w ago | Press Release | $32.06 | awaiting T+1 | — | $37.21 (+16.06%) |
Jun 12, 2026 19w ago | S-4/A | $29.99 $30.13 | ▲ +0.47% | ▲ +1.06% | $37.21 (+24.07%) |
US Market Status
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