First Busey (BUSE) M&A Announcement summary

Deal rationale and strategic fit

• The merger creates a $20 billion asset commercial banking franchise with expanded reach into high-growth markets such as Kansas City, Dallas, Denver, Phoenix, and six new states, leveraging complementary strengths in commercial banking, core deposits, and wealth management.

• Both organizations share strong cultural alignment, compatible business models, and a focus on high-touch, high-quality customer service, with no market overlap and a branch-lite model.

• The partnership enables access to new products for both customer bases, including wealth management and payment technology solutions.

• Creates a premier commercial banking franchise with 77 service centers across 10 states and nearly 2,000 associates, targeting over 400,000 prosperous households.

• The deal positions the combined company for organic and M&A-driven growth in dynamic Midwest and Southwestern markets.

Financial terms and conditions

• The transaction is a 100% stock deal valued at approximately $916.8M, with CrossFirst shareholders receiving 0.6675 shares of Busey stock per CrossFirst share.

• Pro forma ownership: 63.5% Busey shareholders, 36.5% CrossFirst shareholders (fully diluted); 13-member board (8 Busey, 5 CrossFirst).

• Estimated $20B+ in assets, $17B deposits, $15B loans, and $1.6B tangible common equity at close.

• Minimal tangible book value dilution (-0.6%), 16-20% EPS accretion in 2026 (excluding merger charges), and a tangible book value earn-back period of about six months.

• No capital raise required; strong pro forma capital ratios expected at closing (9.6% leverage, 11% CET1, 14.1% total risk-based, 8.3% tangible common equity).

Synergies and expected cost savings

• Estimated cost savings of $25 million fully phased-in, about 16% of CrossFirst's annual non-interest expense, with 50% realized in 2025 and 100% thereafter.

• Revenue synergies from cross-selling wealth management and payment solutions are not included in projections.

• Enhanced profitability metrics: improved ROAA, ROATCE, NIM, and efficiency ratio.

• Transaction expected to deliver meaningful improvements in net interest margin and efficiency, driving increased profitability.

• Internal rate of return for the deal projected to exceed 19%.