8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported) November 2, 2012

Home BancShares, Inc.

(Exact name of registrant as specified in its charter)

Arkansas	000-51904	71-0682831
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
719 Harkrider, Suite 100, Conway, Arkansas		72032
(Address of principal executive offices)		(Zip Code)

(501) 328-4770

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure.

On November 2, 2012, Home BancShares, Inc. issued a press release announcing that its wholly owned subsidiary Centennial Bank has acquired the banking operations of Heritage Bank of Florida (“Heritage”) from the Federal Deposit Insurance Corporation (“FDIC”). This transaction does not include any non-performing loans or other real estate owned of Heritage. In connection with the Heritage acquisition, Centennial Bank has opted to not enter into a loss-sharing agreement with the FDIC. Copies of the press release and related supplemental materials are attached as Exhibits 99.1 and 99.2 to this Current Report and are incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

          (d) Exhibits

99.1	Press Release: Home BancShares and Centennial Bank Continue Building Presence in Florida with Opportunistic Acquisition.
99.2	Supplemental materials to Press Release dated November 2, 2012.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Home BancShares, Inc.

(Registrant)

Date: November 2, 2012	/s/ Brian Davis
	Brian Davis
	Chief Accounting Officer & Investor Relations Officer

EX-99.1

Exhibit 99.1

For Immediate Release:                                                                                                                                                      November 2, 2012

Home BancShares and Centennial Bank Continue Building Presence

in Florida with Opportunistic Acquisition

Conway, AR – November 2, 2012 – Centennial Bank, a wholly-owned subsidiary of Home BancShares, Inc. (NASDAQ GS: HOMB), announced today it has acquired all the deposits and substantially all the assets of Heritage Bank of Florida (“Heritage”) with offices located in Tampa, Lutz and Wesley Chapel, Florida, through an agreement with the Federal Deposit Insurance Corporation (“FDIC”).

Depositors of Heritage will automatically become depositors of Centennial Bank, and their deposits will continue to be insured by the FDIC up to the legal limit. Customers may access their accounts through automated teller machine transactions, checks, online banking and debit card transactions. Heritage locations will open under regular business hours on Monday, November 5, 2012, as branches of Centennial Bank. Additionally, checks drawn on Heritage will continue to be processed, and loan customers should continue to make their payments as usual.

During the interim period, Heritage customer accounts will be transitioned to Centennial Bank accounts with customers ultimately enjoying the benefits of Centennial Bank’s convenient locations, plus an extensive selection of products and services. Customers may continue banking as usual and feel confident their deposits are secure, now backed by one of the country’s most respected community banking institutions. Employees and vendors should continue to operate business as usual.

“We are excited to welcome the customers and employees of Heritage Bank to our family and look forward to the benefits this acquisition should bring to the businesses and residents of

the northern Tampa area. We want depositors of Heritage Bank to be confident in knowing that they will be banking with a strong, community banking oriented financial institution. We also want to reassure all customers of Heritage Bank they will continue to conduct business as normal with the employees with whom they have built a solid long term relationship,” said Randy Sims, Chief Executive Officer of Home BancShares and Centennial Bank. “We are very pleased to expand our Central Florida franchise. We anticipate a smooth and seamless transition, similar to our experiences with our previously announced FDIC-assisted acquisitions. Our local Centennial Bank team along with management from Home BancShares has been deployed to assist in the weekend resolution process.”

Financial Highlights

(based on data as of September 30, 2012)

• The acquisition is expected to provide Centennial Bank:

• Assets from Heritage of approximately $194 million plus a cash settlement to balance the transaction,

• Performing loans of approximately $158 million (before loan discounts),

• Deposits of approximately $223 million.

• The acquisition adds three new branch locations in Tampa, Lutz and Wesley Chapel, Florida.

• The transaction does not include any non-performing loans or other real estate owned of Heritage.

• The transaction was structured as a whole bank purchase and assumption without a loss sharing agreement with the FDIC.

• This transaction is expected to have the following financial impact on the Company:

• Excluding any one time bargain purchase gain, it will be immediately accretive to net income by approximately $2.5 million,

• Excluding any one time bargain purchase gain, it will be immediately accretive to diluted earnings per share by approximately $0.09,

• Immediately accretive to book value per share and tangible book value per share as a result of an anticipated one time bargain purchase gain.

Upon completion of the acquisition, the Company will continue to remain well in excess of “well capitalized” by regulatory standards, with no additional capital required to support this transaction.

Additional information regarding the acquisition is provided in a supplemental presentation available on the Company’s website at www.homebancshares.com, under the “Investor Relations” section.

General

Home BancShares, Inc. is a bank holding company, headquartered in Conway, Arkansas. Our wholly-owned subsidiary, Centennial Bank, provides a broad range of commercial and retail banking plus related financial services to businesses, real estate developers, investors, individuals and municipalities. Centennial Bank has locations in central Arkansas, north central Arkansas, southern Arkansas, the Florida Keys, southwestern Florida, central Florida, the Florida Panhandle and south Alabama. The Company’s common stock is traded through the NASDAQ Global Select Market under the symbol “HOMB.”

This release contains forward-looking statements regarding the Company’s plans, expectations, goals and outlook for the future. Statements in this press release that are not historical facts should be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements of this type speak only as of the date of this news release. By nature, forward-looking statements involve inherent risk and uncertainties. Various factors, including, but not limited to, economic conditions, credit quality, interest rates, loan demand, the ability to successfully integrate new acquisitions and changes in the assumptions used in making the forward-looking statements, could cause actual results to differ materially from those contemplated by the forward-looking statements. Additional information on factors that might affect Home BancShares, Inc.’s financial results are included in its Annual Report on Form 10-K for the year ended December 31, 2011 filed with the Securities and Exchange Commission.

FOR MORE INFORMATION CONTACT:

Centennial Bank	Home BancShares, Inc.
Bob Birch	Brian Davis
Regional President	Investor Relations Officer
(501) 351-1261	(501) 328-4770

EX-99.2

NASDAQ: HOMB

www.homebancshares.com

FDIC-Assisted Acquisition

November 2, 2012

Heritage Bank of Florida

Exhibit  99.2

Forward Looking Statements

This presentation contains forward-looking statements that relate to expectations,

beliefs, projections, future plans and strategies, anticipated events or trends and

similar expressions concerning matters that are not historical facts. The forward-

looking statements contained herein reflect our current views about future events

and financial performance and are subject to risks, uncertainties, assumptions and

changes in circumstances that may cause our actual results to differ significantly

from historical results and those expressed in any forward-looking statement. Some

factors that could cause actual results to differ materially from historical or

expected results include: factors listed in the Company’s 10-K as filed with the

Securities and Exchange Commission; changes in general economic conditions,

either nationally or locally in the areas in which we conduct or will conduct our

business; inflation, interest rate, market and monetary fluctuations; increases in

competitive pressures among financial institutions and businesses offering similar

products and services; higher defaults on our loan portfolio than we expect;

changes in management’s estimate of the adequacy of the allowance for loan

losses; legislative or regulatory changes or changes in accounting principles,

policies or guidelines; management’s estimates and projections of interest rates

and interest rate policy; the execution of our business plan; and other factors

affecting the financial services industry generally or the banking industry in

particular.

We do not intend and disclaim any duty or obligation to update or revise any

industry information or forward-looking statements set forth in this presentation to

reflect new information, future events or otherwise.

Transaction Overview

•

Purchase and assumed certain assets and liabilities from the

FDIC of Heritage Bank of Florida

–

All

non-performing

loans

and

OREO

are

excluded

from

the

transaction

•

Acquired approximately $194 million in assets plus a cash

settlement to balance the transaction & assumed

approximately $223 million in deposits

•

Acquired branches will operate as Centennial Bank, a

wholly-owned subsidiary of Home BancShares, Inc.

•

Branches will be open under regular business hours on

Monday, November 5

th

3

Strategic Opportunity

•

Additive to current Florida footprint

–

Complements 2010 Central Florida transaction

•

Old Southern

•

Financially compelling transaction –

immediately accretive to:

–

Net income

–

Earnings per share

–

Book value

–

Tangible book value

•

Leverages a portion of our excess capital

4

Pro-Forma Capital Ratios

Ratio

As of

September 30

Post Heritage

Acquisition

Pro-Forma

Tangible Book Value

$15.01

$15.15

TCE

11.1%

10.6%

Leverage

11.3%

10.8%

Tier 1

15.6%

15.0%

Total RBC

16.9%

16.3%

5

Overview of Heritage Bank

•

3 full-service locations in Central Florida

–

Lutz (Hillsborough County)

–

Wesley Chapel (Pasco County)

–

Tampa (Hillsborough County)

Core Deposits ($mm)

Source:  Core deposits defined as total deposits less time deposits greater than $100K

Note:

MRQ

as

of

9/30/12

;

Shown

as

Heritage

Bank

of

Florida

(’02YE-MRQ)

Map note: Total branch count includes  Premier Bank. It was previously announced and is expected to close in November.

Existing Branches

Pro Forma Central FL Branch Network

6

Heritage Bank Branches

$0

$25

$50

$75

$100

$125

$150

$175

$200

$40

$59

$70

$85

$106

$110

$124

$166

$176

$168

$172

'02YE

'03YE'04YE

'05YE'06YE'07YE

'08YE'09YE'10YE

'11YE

MRQ

Deposit Composition

HOMB

HOMB –

Pro Forma

(Dollars in Millions)

18%

59%

14%

9%

15%

57%

9%

Transaction Accounts

Money Market & Savings

Jumbo Time Deposits

Retail Time Deposits

19%

7

Heritage Bank

23%

26%

12%

39%

HOMB

09/30/12

Heritage

09/30/12

HOMB

Pro Forma

Transaction Accounts

$

$

$

Money Market & Savings

1,846

87

1,933

Retail Time Deposits

433

58

491

Jumbo Time Deposits

574

52

626

$

$

$

279

3,132

26

223

305

3,355

Loan Composition

Loan Type

HOMB

(9/30/12)

Heritage

(9/30/12)

HOMB

Pro-forma

Total

% of

Pro-forma

Total Loans

Commercial RE

(Non-farm/non-residential & agri.)

$    1,094       

$    1,159      

44%

Construction/Land

Development

354

7

361

14%

Residential Real Estate

719

51

770

29%

Commercial & Industrial

(1)

253

31

284

11%

Consumer

36

4

40

1%

Other

28

-

28

1%

Total

$    2,484   

$    2,642      

100%

(1)

Includes Agricultural

(Dollars in Millions)

8

$        65

$      158

Historical Acquisitions

Year

Acquired Bank

Location

Assets

($mm)

2003

Community Bank

Cabot, AR

$326

2005

Twin City Bank

North Little Rock, AR

$633

2005

Marine Bank

Marathon, FL

$258

2005

Bank of Mountain View

Mountain View, AR

$203

2008

Centennial Bank

Little Rock, AR

$234

2010

Old Southern Bank

Orlando, FL

$335

2010

Key West Bank

Key West, FL

$97

2010

Coastal Community Bank

Panama City, FL

$362

2010

Bayside Savings Bank

Port Saint Joe, FL

$63

2010

Wakulla Bank

Crawfordville, FL

$353

2010

Gulf State Community Bank

Carrabelle, FL

$112

2012

Vision Bank

Panama City, FL

$520

9

FLORIDA

Port Charlotte

Punta Gorda

Marco Island

Key Largo

Islamorada

Marathon (2)

Big Pine

Key West (3)

Summerland

55 Branches

(As of November 2012)

Orlando (2)

Winter Park

Longwood

Clermont

Eastpoint

Apalachicola

Carrabelle

Port St. Joe

Lynn Haven

Panama City (2)

St. George Island

Panama City Beach (4)

Mexico Beach

Southport

Blountstown

Bristol

Tallahassee (5+5)

Panacea

Crawfordville (2)

Navarre

Wewahitchka

DestinSanta Rosa Beach

Quincy

Lutz

Wesley Chapel

Tampa

Lake Mary

Florida Footprint

Existing Branch Locations

Premier Bank Locations

10

Heritage Bank Locations

Note: Premier Bank was previously announced and is expected to close in November.

Contact Information

Corporate Headquarters

Home BancShares, Inc.

719 Harkrider St., Suite 100

P.O. Box 966

Conway, AR 72033

Financial Information

Brian Davis

Investor Relations Officer

(501) 328-4770

Website

www.homebancshares.com

11

NASDAQ: HOMB

www.homebancshares.com

FDIC-Assisted Acquisition

November 2, 2012

Heritage Bank of Florida