Stock Yards Bancorp (SYBT) M&A announcement summary

Deal rationale and strategic fit

• Expands and accelerates presence in Western Kentucky, especially Henderson, and enhances scale in adjacent markets, solidifying leadership as Kentucky's top community banking franchise.

• Combines two community-focused banks with similar cultures, emphasizing disciplined growth and high-touch customer service.

• Enhances wealth management capabilities by adding $0.8B in assets under management and leveraging Field & Main's scalable franchise.

• Minimal market overlap ensures customer continuity and preserves most customer-facing jobs.

• Leadership from Field & Main will join the board and senior management, supporting integration and continuity.

Financial terms and conditions

• All-stock transaction: Field & Main shareholders receive 0.655 shares of Stock Yards common stock per Field & Main share, with an implied per share price of $44.55 and total value of $105.7 million.

• Pro forma ownership: 95% acquirer, 5% acquired.

• Price/tangible book value: 1.5x; price/LTM earnings: 10x; price/2026 earnings plus cost savings: 6x.

• Transaction expected to be 5.7% accretive to earnings per share in 2027, with tangible book value dilution of 0.9% earned back in under one year.

• Pro forma TCE ratio of 9.5% and total risk-based capital ratio of 13.4% at close; post-closing capital ratios projected to remain above “well-capitalized” thresholds.

Synergies and expected cost savings

• Cost savings estimated at 34% of Field & Main's non-interest expenses, with about one-third realized in 2026 and full realization in 2027.

• No branch closures planned; cost savings phased in post-system conversion in October 2026.

• Revenue synergies identified but not included in financial modeling.

• Incremental earnings from the transaction expected to offset financial impacts of crossing $10B in assets.

• Enhanced operating leverage and expanded capabilities anticipated for customers in Western Kentucky and adjacent markets.