HBT Financial to acquire Tri-County Financial in $204.6M deal

HBT Financial, Inc. (NASDAQ: HBT), the holding company for Heartland Bank and Trust Company, has signed a definitive agreement to acquire Tri-County Financial Group, Inc. (OTC: TYFG), the parent of First State Bank in Mendota, Illinois, in a cash and stock transaction valued at approximately $204.6 million.

The deal is based on HBT Financial's closing stock price of $36.35 on August 7, 2026. Under the terms of the agreement, Tri-County shareholders may elect to receive 2.4589 shares of HBT Financial common stock, $71.01 per share in cash, or a combination of both, subject to proration provisions. The implied per share purchase price is $82.89. Upon closing, Tri-County shareholders are expected to hold approximately 9% of HBT Financial's outstanding common stock.

First State Bank operates 19 banking locations across central and northern Illinois and reported total assets of $1.6 billion, total loans of $1.3 billion, and total deposits of $1.3 billion as of June 30, 2026. The combined company would have approximately $8.3 billion in total assets, $6.0 billion in total loans, and $7.1 billion in total deposits.

Both companies' boards of directors have unanimously approved the transaction. Tri-County shareholders holding approximately 28% of outstanding shares have entered into voting agreements to support the merger. The deal is expected to close in the first quarter of 2027, pending Tri-County shareholder approval, regulatory clearance, and other customary conditions.

Thomas K. Prescott, current Tri-County director, is expected to be appointed to the boards of HBT Financial and Heartland Bank upon closing.

Piper Sandler & Co. served as financial advisor and Vedder Price P.C. as legal counsel to HBT Financial. Performance Trust Capital Partners, LLC served as financial advisor and Barack Ferrazzano Kirschbaum & Nagelberg LLP as legal counsel to Tri-County.

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