Independent Bank (IBCP) M&A announcement summary

Deal rationale and strategic fit

• The merger expands scale and strengthens presence in Michigan's high-growth corridor between Grand Rapids and Lansing, leveraging HCB's $600M asset base and deep community roots.

• Both organizations share a strong community banking focus, conservative credit culture, and operational alignment, minimizing integration risk.

• Partnership enhances local service, product offerings, and lending limits for clients.

• Opportunity to deploy excess liquidity through a strong loan pipeline and serve new business relationships.

Financial terms and conditions

• Aggregate deal value is approximately $70.2 million, with a fixed exchange ratio of 1.59 shares plus $17.51 in cash per HCB share.

• Consideration mix is 75% stock and 25% cash, priced at 148% tangible book value and 11.5x 2025 earnings.

• Pro forma multiple is 6.6x 2027 estimated earnings with fully phased-in synergies.

• One HCB director will join each of the acquiring company's boards post-closing; retention agreements planned for key personnel.

• Post-closing, the combined entity will have about $6.1 billion in assets, $5.3 billion in deposits, and $4.7 billion in loans.

Synergies and expected cost savings

• Cost savings projected at 40% of HCB's non-interest expense, phased in 50% for 2026 and fully realized by 2027.

• Savings primarily from FTE overlap and system efficiencies.

• Revenue synergies identified but not included in projections.

• One-time pre-tax merger expenses estimated at $8.8 million.