First Busey Corporation (“First Busey”) (Nasdaq: BUSE), the holding
company of Busey Bank, and CrossFirst Bankshares, Inc.
(“CrossFirst”) (Nasdaq: CFB), the holding company of CrossFirst
Bank, today jointly announced that First Busey shareholders and
CrossFirst shareholders have each voted to adopt and approve, as
applicable, all proposals relating to the previously announced
merger in which First Busey will acquire CrossFirst. The special
shareholder meetings were held on Friday, December 20, 2024.
“Our shareholders’ overwhelming approval of this business
combination is an important milestone in the process of closing
this transaction,” said First Busey Chairman and CEO Van Dukeman.
“This approval reflects our shareholders’ confidence in this
compelling merger that will create significant upside for our
associates, customers, communities and shareholders. The next step
is receiving the required regulatory approvals, followed by the
closing of the merger of the holding companies and successful
integration of these two premier franchises. In our next chapter,
First Busey will remain focused on providing enhanced financial
services and expertise while maintaining the community bank values
that our customers and communities expect and deserve.”
With completion of shareholder approvals, the companies believe
the merger is on track to close in the first or second quarter of
2025. The transaction remains subject to the completion of the
remaining customary closing conditions, including the receipt of
required regulatory approvals.
“These meetings demonstrate the high level of certainty
shareholders have in the value of our combined company,” said Mike
Maddox, CrossFirst CEO, President and Director. “It also
underscores their support of our strategic rationale and the
financial benefits of the merger. We are excited about what the
future holds and look forward to the joining of two
customer-centric financial institutions to continue delivering
outstanding service and tailored financial solutions.”
The merger will create a premier full-service commercial bank
serving clients from 77 full-service locations across 10 states
with combined total assets of approximately $20 billion, $17
billion in total deposits, $15 billion in total loans and $14
billion in wealth assets under care. With a diversified client,
loan and deposit base, this scale will provide opportunities to
augment business models through new customer and product
channels.
Through compatible banking philosophies and cultures,
complementary business models, combined capital strength and
increased economies of scale, the combination is also expected to
significantly enhance key performance metrics with meaningful
improvements in net interest margin and efficiency, driving
increased profitability and returns to shareholders.
About First Busey CorporationAs of September
30, 2024, First Busey Corporation (Nasdaq: BUSE) was an $11.99
billion financial holding company headquartered in Champaign,
Illinois.
Busey Bank, a wholly-owned bank subsidiary of First Busey
Corporation, had total assets of $11.95 billion as of September 30,
2024, and is headquartered in Champaign, Illinois. Busey Bank
currently has 62 banking centers, with 21 in Central Illinois
markets, 17 in suburban Chicago markets, 20 in the St. Louis
Metropolitan Statistical Area, three in Southwest Florida, and one
in Indianapolis. More information about Busey Bank can be found at
busey.com.
Through Busey’s Wealth Management division, the Company provides
a full range of asset management, investment, brokerage, fiduciary,
philanthropic advisory, tax preparation, and farm management
services to individuals, businesses, and foundations. Assets under
care totaled $13.69 billion as of September 30, 2024. More
information about Busey’s Wealth Management services can be found
at busey.com/wealthmanagement.
Busey Bank’s wholly-owned subsidiary, FirsTech, specializes in
the evolving financial technology needs of small and medium-sized
businesses, highly regulated enterprise industries, and financial
institutions. FirsTech provides comprehensive and innovative
payment technology solutions, including online, mobile, and
voice-recognition bill payments; money and data movement; merchant
services; direct debit services; lockbox remittance processing for
payments made by mail; and walk-in payments at retail agents.
Additionally, FirsTech simplifies client workflows through
integrations enabling support with billing, reconciliation, bill
reminders, and treasury services. More information about FirsTech
can be found at firstechpayments.com.
For the first time, Busey was named among the World’s Best Banks
for 2024 by Forbes, earning a spot on the list among 68 U.S. banks
and 403 banks worldwide. Additionally, Busey Bank was honored to be
named among America’s Best Banks by Forbes magazine for the third
consecutive year. Ranked 40th overall in 2024, Busey was the
second-ranked bank headquartered in Illinois of the six that made
this year’s list and the highest-ranked bank of those with more
than $10 billion in assets. Busey is humbled to be named among the
2024 Best Banks to Work For by American Banker, the 2024 Best
Places to Work in Money Management by Pensions and Investments, the
2024 Best Places to Work in Illinois by Daily Herald Business
Ledger, the 2024 Best Places to Work in Indiana by the Indiana
Chamber of Commerce, and the 2024 Best Companies to Work For in
Florida by Florida Trend magazine. We are honored to be
consistently recognized globally, nationally and locally for our
engaged culture of integrity and commitment to community
development.
For more information about us, visit busey.com.
About CrossFirst Bankshares, Inc.CrossFirst
Bankshares, Inc. (Nasdaq: CFB) is a Kansas corporation and a
registered bank holding company for its wholly owned subsidiary,
CrossFirst Bank. CrossFirst Bank is a full-service financial
institution that offers products and services to businesses,
professionals, individuals, and families. CrossFirst Bank,
headquartered in Leawood, Kansas, has locations in Kansas,
Missouri, Oklahoma, Texas, Arizona, Colorado, and New Mexico.
CrossFirst Bank was organized by a group of financial executives
and prominent business leaders with a shared vision to couple
highly experienced people with technology to offer unprecedented
levels of personal service to clients. CrossFirst Bank strives to
be the most trusted bank serving its markets, which we believe has
driven value for our stockholders. We are committed to a culture of
serving our clients and communities in extraordinary ways by
providing personalized, relationship-based banking. We believe that
success is achieved through establishing and growing the trust of
our clients, employees, stakeholders, and communities. For more
information, visit investors.crossfirstbankshares.com.
First Busey Corporation
Contacts |
For Financials: |
For Media: |
Jeffrey D. Jones, EVP & CFO |
Amy L. Randolph, EVP & COO |
First Busey Corporation |
First Busey Corporation |
(217) 365-4130 |
(217) 365-4049 |
jeff.jones@busey.com |
amy.randolph@busey.com |
|
|
Forward-Looking StatementsThis press release
includes "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995, Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended, with respect to
Busey's and CrossFirst's beliefs, goals, intentions, and
expectations regarding the proposed transaction the expected timing
of completion of the proposed transaction; the anticipated benefits
from the proposed transaction; and other statements that are not
historical facts.
Forward‐looking statements are typically identified by such
words as “believe,” “expect,” “anticipate,” “plan,” “intend,”
“outlook,” “estimate,” “forecast,” “project,” “should,” “may,”
“will,” “position,” and other similar words and expressions, and
are subject to numerous assumptions, risks, and uncertainties,
which change over time. These forward-looking statements include,
without limitation, those relating to the terms, timing and closing
of the proposed transaction.
Additionally, forward-looking statements speak only as of the
date they are made; Busey and CrossFirst do not assume any duty,
and do not undertake, to update such forward-looking statements,
whether written or oral, that may be made from time to time,
whether as a result of new information, future events, or
otherwise. Furthermore, because forward‐looking statements are
subject to assumptions and uncertainties, actual results or future
events could differ, possibly materially, from those indicated in
such forward-looking statements as a result of a variety of
factors, many of which are beyond the control of Busey and
CrossFirst. Such statements are based upon the current beliefs and
expectations of the management of Busey and CrossFirst and are
subject to significant risks and uncertainties outside of Busey’s
and CrossFirst’s control. Caution should be exercised against
placing undue reliance on forward-looking statements. The factors
that could cause actual results to differ materially include the
following: the occurrence of any event, change or other
circumstances that could give rise to the right of one or both of
the parties to terminate the Merger Agreement; the outcome of any
legal proceedings that may be instituted against Busey or
CrossFirst; the possibility that the proposed transaction will not
close when expected or at all because required regulatory approvals
are not received or other conditions to the closing are not
satisfied on a timely basis or at all, or are obtained subject to
conditions that are not anticipated (and the risk that required
regulatory approvals may result in the imposition of conditions
that could adversely affect the combined company or the expected
benefits of the proposed transaction); the ability of Busey and
CrossFirst to meet expectations regarding the timing, completion
and accounting and tax treatments of the proposed transaction; the
risk that any announcements relating to the proposed transaction
could have adverse effects on the market price of the common stock
of either or both parties to the proposed transaction; the
possibility that the anticipated benefits of the proposed
transaction will not be realized when expected or at all, including
as a result of the impact of, or problems arising from, the
integration of the two companies or as a result of the strength of
the economy and competitive factors in the areas where Busey and
CrossFirst do business; certain restrictions during the pendency of
the proposed transaction that may impact the parties’ ability to
pursue certain business opportunities or strategic transactions;
the possibility that the transaction may be more expensive to
complete than anticipated, including as a result of unexpected
factors or events; diversion of management’s attention from ongoing
business operations and opportunities; the possibility that the
parties may be unable to achieve expected synergies and operating
efficiencies in the merger within the expected timeframes or at all
and to successfully integrate CrossFirst’s operations and those of
Busey; such integration may be more difficult, time consuming or
costly than expected; revenues following the proposed transaction
may be lower than expected; Busey’s and CrossFirst’s success in
executing their respective business plans and strategies and
managing the risks involved in the foregoing; the dilution caused
by Busey’s issuance of additional shares of its capital stock in
connection with the proposed transaction; effects of the
announcement, pendency or completion of the proposed transaction on
the ability of Busey and CrossFirst to retain customers and retain
and hire key personnel and maintain relationships with their
suppliers, and on their operating results and businesses generally;
changes in interest rates and prepayment rates of Busey’s assets,
fluctuations in the value of securities held in Busey’s or
CrossFirst’s portfolio; concentrations within Busey’s or
CrossFirst’s loan portfolio (including commercial real estate
loans), large loans to certain borrowers, and large deposits from
certain clients; the concentration of large deposits from certain
clients who have balances above current FDIC insurance limits and
may withdraw deposits to diversify their exposure; the level of
non-performing assets on Busey’s or CrossFirst’s balance sheets;
the strength of the local, state, national, and international
economy; risks related to the potential impact of general economic,
political and market factors or of exceptional weather occurrences
such as tornadoes, hurricanes, floods, blizzards, droughts on the
companies or the proposed transaction; the economic impact of any
future terrorist threats or attacks, widespread disease or
pandemics or other adverse external events that could cause
economic deterioration or instability in credit markets; changes in
state and federal laws, regulations, and governmental policies
concerning Busey’s or CrossFirst’s general business; changes in
accounting policies and practices; increased competition in the
financial services sector (including from non-bank competitors such
as credit unions and fintech companies) and the inability to
attract new customers; breaches or failures of information security
controls or cybersecurity-related incidents; changes in technology
and the ability to develop and maintain secure and reliable
electronic systems; the loss of key executives or associates;
changes in consumer spending; unexpected outcomes of existing or
new litigation, investigations, or inquiries involving Busey or
CrossFirst (including with respect to Busey’s Illinois franchise
taxes); other factors that may affect future results of Busey and
CrossFirst and the other factors discussed in the “Risk Factors”
and “Management’s Discussion and Analysis of Financial Condition
and Results of Operations” sections of each of Busey’s and
CrossFirst’s respective Annual Reports on Form 10‐K for the year
ended December 31, 2023 and Quarterly Reports on Form 10‐Q for the
quarters ended March 31, 2024, June 30, 2024 and September 30,
2024, and other reports CrossFirst and Busey file with the SEC.
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