XML 35 R25.htm IDEA: XBRL DOCUMENT v3.7.0.1
Business Combinations
6 Months Ended
Jun. 30, 2017
Business Combinations [Abstract]  
Business Combinations

Note 15 – Business Combinations

On May 23, 2017, Horizon entered into an Agreement and Plan of Merger (the “Merger Agreement”) providing for Horizon’s acquisition of Lafayette Community Bancorp (“Lafayette”). Pursuant to the Merger Agreement, Lafayette would merge with and into Horizon, with Horizon surviving the merger (the “Merger”), and Lafayette Community Bank, a wholly-owned subsidiary of Lafayette, would merge with and into a wholly-owned subsidiary of Horizon, Horizon Bank, with Horizon Bank as the surviving bank.

The boards of directors of each of Horizon and Lafayette have approved the Merger and the Merger Agreement. Subject to the approval of the Merger by Lafayette shareholders, regulatory approvals and other closing conditions, the parties anticipate completing the Merger during the third quarter of 2017.

In connection with the Merger, shareholders of Lafayette will receive fixed consideration of 0.5878 shares of Horizon common stock and $1.73 in cash for each share of Lafayette common stock. Shareholders owning less than 100 shares of Lafayette common stock will receive $17.25 in cash for each share. On December 29, 2016, Horizon purchased 90,574 shares, or 4.65%, of Lafayette’s outstanding common stock from a Lafayette shareholder. Based on the closing price of Horizon’s common stock on May 22, 2017 of $25.38 per share, the transaction value for the shares of common stock, owned by shareholders other than Horizon, is approximately $32.0 million.

Subject to certain terms and conditions, the board of directors of Lafayette has agreed to recommend the approval and adoption of the Merger Agreement to the Lafayette shareholders and will solicit proxies voting in favor of the Merger from Lafayette’s shareholders.

The Merger Agreement also provides for certain termination rights for both Horizon and Lafayette, and further provides that upon termination of the Merger Agreement under certain circumstances, Lafayette will be obligated to pay Horizon a termination fee.

As of March 31, 2017, Lafayette had total assets of approximately $172.1 million and total deposits of approximately $149.2 million and total loans of approximately $135.2 million.

On June 13, 2017, Horizon entered into an Agreement and Plan of Merger (the “Merger Agreement”) providing for Horizon’s acquisition of Wolverine Bancorp, Inc. (“Wolverine”). Pursuant to the Merger Agreement, Wolverine would merge with and into Horizon, with Horizon surviving the merger (the “Merger”), and Wolverine Bank, a wholly-owned subsidiary of Wolverine, would merge with and into a wholly-owned subsidiary of Horizon, Horizon Bank, with Horizon Bank as the surviving bank.

The boards of directors of each of Horizon and Wolverine have approved the Merger and the Merger Agreement. Subject to the approval of the Merger by Wolverine shareholders, regulatory approvals and other closing conditions, the parties anticipate completing the Merger during the fourth quarter of 2017.

In connection with the Merger, shareholders of Wolverine will receive fixed consideration of 1.0152 shares of Horizon common stock and $14.00 in cash for each share of Wolverine common stock. Based on the closing price of Horizon’s common stock on June 13, 2017 of $27.50 per share, the transaction value has an implied valuation of approximately $91.8 million.

Subject to certain terms and conditions, the board of directors of Wolverine has agreed to recommend the approval and adoption of the Merger Agreement to the Wolverine shareholders and will solicit proxies voting in favor of the Merger from Wolverine’s shareholders.

The Merger Agreement also provides for certain termination rights for both Horizon and Wolverine, and further provides that upon termination of the Merger Agreement under certain circumstances, Wolverine will be obligated to pay Horizon a termination fee.

As of March 31, 2017, Wolverine reported total assets of approximately $379.3 million, total deposits of approximately $271.1 million and total loans of approximately $315.9 million.