HBT Financial, Inc. and CNB Bank Shares, Inc. Jointly Announce Strategic Transaction

Core Viewpoint - HBT Financial, Inc. and CNB Bank Shares, Inc. have announced a definitive agreement for CNB to merge with HBT in a transaction valued at approximately $170.2 million, enhancing the combined company's market presence and operational scale [1][3][4] Company Overview - HBT Financial, Inc. is the holding company for Heartland Bank and Trust Company, with total assets of $5.0 billion, total loans of $3.4 billion, and total deposits of $4.3 billion as of September 30, 2025 [10] - CNB Bank Shares, Inc. is the holding company for CNB Bank & Trust, N.A., with total assets of $1.8 billion, total loans of $1.3 billion, and total deposits of $1.5 billion as of September 30, 2025 [11] Transaction Details - The merger will be a combined common stock/cash transaction, with CNB shareholders receiving either 1.0434 shares of HBT's common stock for each share of CNB stock, $27.73 per share in cash, or a combination of both [6][7] - The implied per share purchase price is $25.92 based on HBT's 15-day volume weighted average stock price of $24.44 as of October 17, 2025 [7] Strategic Rationale - The merger is expected to increase market density in central Illinois, the Chicago MSA, and the St. Louis MSA, enhancing product opportunities for CNB customers [3] - Both companies share a relationship-based approach to banking and a commitment to community service, making the cultural integration smoother [3][5] Approval and Timeline - The transaction has been unanimously approved by the boards of directors of both companies, with shareholders holding approximately 28% of CNBN's outstanding shares agreeing to vote in favor [4] - The merger is anticipated to close in the first quarter of 2026, pending shareholder and regulatory approvals [4]