Exhibit 99.1
[Financial Relations Board LOGO] NEWS
FOR FURTHER INFORMATION: RE: Heartland Financial USA, Inc.
AT THE COMPANY: AT FINANCIAL RELATIONS BOARD:
John K. Schmidt Jeff Wilhoit Rose Tucker
Chief Financial Officer General Analysts/
(563) 589-1994 Inquiries Investors
jschmidt@dubuquebank.com (312) 640-6757 (310) 407-6522
FOR IMMEDIATE RELEASE
MONDAY, FEBRUARY 9, 2004
HEARTLAND FINANCIAL USA, INC. SIGNS DEFINITIVE AGREEMENT
TO ACQUIRE ROCKY MOUNTAIN BANCORPORATION, INC.
Dubuque, Iowa, February 9, 2004-Heartland Financial USA, Inc. (Nasdaq
NMS: HTLF) announced today that it has signed a definitive agreement to
acquire Rocky Mountain Bancorporation, the holding company for Rocky
Mountain Bank, a financial institution providing retail and commercial
banking services from eight locations throughout Montana. The total
purchase price upon completion and regulatory approvals will be
approximately $34.5 million, and will consist of 50 percent cash and 50
percent Heartland common stock. The transaction is expected to close
during the second quarter of 2004. Rocky Mountain Bancorporation had
assets of $370 million at December 31, 2003 and revenues of $2.3 million
in the latest twelve month period ended December 31, 2003.
"This transaction represents Heartland's initial expansion into the Rocky
Mountain region of the United States, and we are very fortunate that
Rocky Mountain Bank will serve as a beachhead in this important region as
we fill out our geographic footprint," said Lynn B. Fuller, Heartland
chairman, president and chief executive officer. "In addition to a
solid earnings base, Rocky Mountain Bank provides an excellent footprint
with eight locations in a demographically emerging state. We will also
acquire a talented team of management and staff with an intimate
knowledge of the communities they serve. This dedication to customer
relationship building at the community level is deeply ingrained in
Heartland's culture, and this commitment at Rocky Mountain Bank was an
important factor in our decision. We also expect the transaction to be
accretive to our cash earnings in 2004."
Don Fraley, chairman and chief executive officer of Rocky Mountain
Bancorporation added, "Heartland's decentralized operating model means
that this transaction will be largely transparent to Rocky Mountain Bank
customers. What will change is an enhanced ability to serve our
customers with access to larger, more sophisticated resources and a wider
array of products and services. We look forward to sharing our growth
and future successes as an important member of the Heartland family."
Under the terms of the agreement, Rocky Mountain Bank will retain its
name and charter. Fraley will continue to serve as its chairman, and
Danny T. Skarda, who is presently president and chief operating officer,
will serve as president and chief executive officer. The transaction is
subject to approval of the Federal Reserve and Rocky Mountain
Bancorporation shareholders. D.A. Davidson has served as financial
advisor to Rocky Mountain Bancorporation.
About Heartland Financial USA:
Heartland is a $2.0 billion financial services company with seven banks
in Iowa, Illinois, Wisconsin, New Mexico and Arizona:
Dubuque Bank and Trust Company, with eight offices in Dubuque,
Epworth, Farley and Holy Cross, Iowa
Galena State Bank and Trust Company, with three offices in Galena
and Stockton, Illinois
First Community Bank, with three offices in Keokuk, Iowa and
Carthage, Illinois
Riverside Community Bank, with three offices in Rockford, Illinois
Wisconsin Community Bank, with seven offices in Cottage Grove,
Fitchburg, Green Bay, Middleton, Monroe Sheboygan, Wisconsin and
Minneapolis, Minnesota
New Mexico Bank & Trust, with twelve offices in Albuquerque, Clovis,
Santa Fe, Melrose, and Portales, New Mexico
Arizona Bank & Trust, with one office in Mesa, Arizona
Other subsidiaries include:
ULTEA, Inc., a fleet management company with offices in Madison and
Milwaukee, Wisconsin; Chicago, Illinois and Minnetonka, Minnesota
Citizens Finance Co., a consumer finance company with offices in
Madison and Appleton, Wisconsin; Dubuque, Iowa; and Rockford,
Illinois
HTLF Capital Corp., an investment banking firm with offices in
Denver, Colorado and Blue Springs, Missouri
Heartland's shares are traded on The Nasdaq Stock Market under the symbol
HTLF.
Additional information about Heartland is available through our website
at www.htlf.com.
Additionally, Heartland will be filing a registration statement on Form S-
4 and other relevant documents concerning the merger with the Securities
and Exchange Commission ("SEC"). WE URGE ROCKY MOUNTAIN BANCORPORATION
SHAREHOLDERS TO READ THESE MATERIALS AND ANY OTHER RELEVANT DOCUMENTS
FILED WITH THE SEC BECAUSE THEY CONTAIN IMPORTANT INFORMATION. These
documents will be available free of charge at the SEC's website,
www.sec.gov. In addition documents filed with the SEC by Heartland will
be available free of charge from its Corporate Secretary at 1398 Central
Avenue, Dubuque, Iowa 52004-0778, telephone [563-589-2108]. ROCKY
MOUNTAIN BANCORPORATION SHAREHOLDERS SHOULD READ THAT INFORMATION
CAREFULLY BEFORE MAKING A DECISION CONCERNING THE MERGER.
About Rocky Mountain Bancorporation:
Rocky Mountain Bancorporation, is a privately-owned holding company that
owns Rocky Mountain Bank, a bank with branches in eight Montana
communities. With over $370 million in assets and $290 million in
deposits, Rocky Mountain Bank is the eighth largest Montana based
financial institution.
Rocky Mountain Bank has offices in these locations:
Bigfork
Billings
Bozeman
Broadus
Plains
Plentywood
Stevensville
Whitehall
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This release may contain, and future oral and written statements of
Heartland and its management may contain, forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of
1995 with respect to the financial condition, results of operations,
plans, objectives, future performance and business of the Company.
Forward-looking statements, which may be based upon beliefs, expectations
and assumptions of the Company's management and on information currently
available to management, are generally identifiable by the use of words
such as believe, expect, anticipate, plan, intend, estimate, may, will,
would, could, should or similar expressions. Additionally, all statements
in this release, including forward-looking statements, speak only as of
the date they are made, and the Company undertakes no obligation to
update any statement in light of new information or future events.
A number of factors, many of which are beyond the ability of the Company
to control or predict, could cause actual results to differ materially
from those in its forward-looking statements. These factors include,
among others, the following: (i) the strength of the local and national
economy; (ii) the economic impact of past and any future terrorist
threats and attacks and any acts of war or threats thereof, (iii) changes
in state and federal laws, regulations and governmental policies
concerning the Company's general business; (iv) changes in interest rates
and prepayment rates of the Company's assets; (v) increased competition
in the financial services sector and the inability to attract new
customers; (vi) changes in technology and the ability to develop and
maintain secure and reliable electronic systems; (vii) the loss of key
executives or employees; (viii) changes in consumer spending; (ix)
unexpected results of acquisitions; (x) unexpected outcomes of existing
or new litigation involving the Company; and (xi) changes in accounting
policies and practices. These risks and uncertainties should be
considered in evaluating forward-looking statements and undue reliance
should not be placed on such statements. Additional information
concerning the Company and its business, including other factors that
could materially affect the Company's financial results, is included in
the Company's filings with the Securities and Exchange Commission.