お知らせ • Jul 02
Independent Bank Corporation (NasdaqGS:IBCP) completed the acquisition of HCB Financial Corp. (OTCPK:HCBN) from Hastings Insurance Company and others. Independent Bank Corporation (NasdaqGS:IBCP) executed letter of intent to acquire HCB Financial Corp. (OTCPK:HCBN) from Hastings Insurance Company and others on December 17, 2025. Independent Bank Corporation entered into definitive merger agreement to acquire HCB Financial Corp. for $70.2 million on March 18, 2026. Under the terms of the definitive merger agreement, at the closing of the transaction, Independent will issue 1.590 shares of its common stock plus $17.51 in cash for each outstanding share of HCB. In case of termination of transaction, HCB Financial Corp. will pay a termination fee of $3.25 million.
One HCB director will join each of the Board of Directors of Independent and the Board of Directors of Independent Bank following completion of the merger, increasing each of the respective boards to 11 members.
The transaction is subject to customary regulatory approvals, the approval of HCB shareholders, and the satisfaction of certain other closing conditions, including registration statement effectiveness (S-4 / F-4) and listing / approval of new shares on stock exchange, HSR act approval. The special meeting of shareholders of HCB will be held to approve the transaction on June 17, 2026. The transaction has been unanimously approved by the respective Boards of each organization. As of June 12, 2026, the transaction has been approved by both the Federal Reserve Bank of Chicago and the Michigan Department of Insurance and Financial Services. Assuming requisite HCB shareholder approval and satisfaction of other closing conditions, the merger of IBCP and HCB is currently expected to be effective on July 1, 2026. The transaction is expected to be approximately 6% accretive to Independent’s 2027 earnings per share, assuming fully phased-in synergies.
Kimberly A. Baber of Varnum LLP acted as legal advisor for Independent Bank Corporation. Mark Ryerson of Dickinson Wright PLLC acted as legal advisor for HCB Financial Corp. Hovde Group, LLC acted as financial advisor for HCB Financial Corp. Hovde Group, LLC acted as fairness opinion provider for HCB Financial Corp. Pursuant to HCB’s engagement agreement with Hovde, Hovde received from HCB an initial non-refundable cash advisory fee of $10,000 and a non-refundable cash signing fee of $50,000 immediately upon the HCB’s execution of the Merger Agreement. Additionally, Hovde received a non-refundable cash fairness opinion fee of $50,000 upon the delivery of the fairness opinion to HCB. Upon consummation of the Merger, Hovde will receive a cash completion fee equal to 1.00% of the aggregate purchase consideration paid to or received by HCB or its shareholders in conjunction with a Merger with Independent. Keefe, Bruyette & Woods, Inc. acted as financial advisor for Independent Bank Corporation. Continental Stock Transfer & Trust Company acted as transfer agent to HCB Financial Corp. InvestorCom, Inc acted as transfer agent to HCB Financial Corp and will receive a fee of $0.0075 million. Plante & Moran, PLLC acted as accountant for HCB Financial Corp. Broadridge Corporate Issuer Solutions, Inc. acted as transfer agent to Independent Bank Corporation.
Independent Bank Corporation (NasdaqGS:IBCP) completed the acquisition of HCB Financial Corp. (OTCPK:HCBN) from Hastings Insurance Company and others on July 1, 2026. Mark Kolanowski will join Independent Bank as Executive Vice President and Senior Advisor and Chelsey Foster will serve as Regional President - Commercial Lending. お知らせ • Dec 19
HCB Financial Corp. announces Quarterly dividend, payable on January 28, 2026 HCB Financial Corp. announced Quarterly dividend of USD 0.3500 per share payable on January 28, 2026, ex-date on January 02, 2026 and record date on January 02, 2026. お知らせ • Sep 19
HCB Financial Corp. announces Quarterly dividend, payable on October 24, 2025 HCB Financial Corp. announced Quarterly dividend of USD 0.3500 per share payable on October 24, 2025, ex-date on October 01, 2025 and record date on October 01, 2025. お知らせ • Jun 13
HCB Financial Corp. announces Quarterly dividend, payable on July 29, 2025 HCB Financial Corp. announced Quarterly dividend of USD 0.3500 per share payable on July 29, 2025, ex-date on July 01, 2025 and record date on July 01, 2025. お知らせ • Mar 21
HCB Financial Corp. announces Quarterly dividend, payable on April 24, 2025 HCB Financial Corp. announced Quarterly dividend of USD 0.3500 per share payable on April 24, 2025, ex-date on April 01, 2025 and record date on April 01, 2025.