Matone, Illinois; and Wellsville, Missouri, October 29th ( GLOBE NEWSWIRE ) – First Mid Bancshares, Inc. (Nasdaq ticker: FMBH, hereinafter referred to as “First Mid”) and Evergreen Bancshares, Inc. (hereinafter referred to as “Evergreen”) announce that they have signed a final agreement on October 28, 2026. Evergreen will merge with First Mid in a stock plus cash transaction. Evergreen is the parent company of American Bank, of, and Freedom.
First Mid indicates that this transaction will enhance its business layout in St. Louis and I-70, expand its licensed business scope in Illinois through Rochester, and establish a full-service banking business in the Indianapolis metropolitan area.
Headquartered in Wellsville, Missouri, the bank operates 10 banking centers, including those in the St. Louis metropolitan area, as well as multiple branches along the I-70 corridor. It also has banking centers located in Rochester, Illinois, and Westfield, Indiana. The bank also maintains a loan production office in the Denver area of Colorado. As of September 30, 2026, American Bank of Freedom, the total assets amounted to approximately $932 million, with loans of about $712 million and deposits of around $727 million. With a history dating back to 1880, the bank has long been dedicated to providing relationship-based community banking services.
According to the terms of the agreement, First Mid will acquire 100% of the issued shares of Evergreen. Shareholders of Evergreen who hold 1 share of Evergreen common stock will receive 0.4081 shares of FMBH common stock plus $5.20 in cash. Based on First Mid's closing price of $51.01 on October 27, 2026, the total transaction consideration to be paid by First Mid is approximately $70.7 million, although this amount may still be subject to certain conditions and adjustments. Calculated based on the First Mid stock price at the time of the announcement, it is estimated that about 80% of the transaction will be in the form of stock and 20% in cash.
First Mid It is estimated that this transaction will increase earnings per share by approximately 5.0% in 2028, including the expected impact of exceeding the $1 billion asset size threshold. It is anticipated that there will be a dilution of approximately 0.5% to the tangible book value per share of First Mid, with a recovery period of about 0.5 years. First Mid is expected to achieve cost savings equivalent to approximately 33% of Evergreen's non-interest expenses, and in addition, annual pre-tax cost savings of about $900,000 can be realized through branch integration. First Mid also indicates that after the completion of the transaction, its capital position will remain strong, with a CET1 ratio of about 13.6%.
First Mid President and CEO Matthew Smith stated: "We are delighted to welcome the employees, customers, and shareholders of American Bank, of, and Freedom to join First Mid. We have known this institution and its management for many years, and we feel honored to be selected as their strategic partner. This transaction will strengthen our presence in St. Louis and the I-70 corridor, expand our business in Illinois through Rochester, and establish a full-service banking business in the Indianapolis metropolitan area. American Bank, of, and Freedom have a long history as relationship-based community banks and have a strong commitment to their customers and communities, which fits very well with First Mid."
Smith also signifies: 'This is an important step for First Mid as we continue to expand our scale and prepare for growth after our asset size exceeds one billion US dollars. We have made substantial investments in talent, technology, risk management, and operational infrastructure. We believe that the additional revenue and synergies brought about by this transaction will be sufficient to offset the incremental financial impact of crossing the one-billion-dollar threshold. At the same time, it will also position First Mid for more favorable opportunities in the future.'
American Bank of Freedom President and CEO, Timothy Nash stated: "We are delighted to collaborate with an organization that also values community banks and strong customer relationships. First Mid brings greater scale, capabilities, and resources, while maintaining a focus on the community, which has always been very important in the history of American Bank of Freedom. We believe that this combination will create more opportunities for our customers, employees, and the community."
After the transaction is completed, American Bank, of, and Freedom customers will be able to utilize a wider range of financial services provided by First Mid, including wealth management, brokerage, agricultural services, fund management, and insurance, as well as enhanced lending capabilities and a larger banking network.
Both boards of directors have unanimously approved the transaction, which is expected to be completed in the first quarter of 2027 after obtaining regulatory approval, the consent of the Evergreen shareholders, and meeting the usual delivery conditions. The two companies anticipate completing the bank merger and system conversion in the second quarter of 2027.
Stephens Inc serves as the exclusive financial advisor to First Mid, while ArentFox Schiff LLP acts as the legal advisor to First Mid. Keefe, Bruyette & Woods (companies under Stifel) act as the exclusive financial advisors to Evergreen, and Husch Blackwell serves as the legal advisor to Evergreen.
The slide presentation related to this transaction can be found in the Investor Relations section of the First Mid website at www.firstmid.com. In addition, this presentation is also included as an attachment to the 8-K filing submitted by First Mid to the U.S. Securities and Exchange Commission.
Regarding First Mid Bancshares, Inc.First Mid Bancshares, Inc are the parent companies of First Mid Bank & Trust, N.A, Inc, and First Mid Wealth Management Co. First Mid is a community-centric organization with an asset size of $9.4 billion. It provides a full range of financial services including banking, wealth management, brokerage, agricultural services, and insurance through a large network of branches covering Illinois, Iowa, Missouri, Texas, and Wisconsin, as well as a loan production office in the Indianapolis metropolitan area. The company states that the First Mid team has been providing solutions and services to customers and communities for over 160 years. For more information, please visit www.firstmid.com.
Regarding Evergreen Bancshares, Inc.Evergreen Bancshares, Inc are the parent companies of American Bank, of, and Freedom. American Bank, of, and Freedom were established in 1880, with their headquarters located in Wellsville, Missouri. They are community banks that serve communities in Missouri, Illinois, and Indiana, and also have a loan production office in the Denver area of Colorado.
Forward-looking Statements
This document may contain forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995, which relate to First Mid Bancshares, Inc, Evergreen Bancshares, Inc, and proposed transactions, including statements regarding expected earnings, integration, timing, approval, customer relationships, operating results, expenses, market conditions, credit quality, liquidity, loan and deposit activities, and other expectations for the business after the merger. First Mid is intended to protect these forward-looking statements under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on certain assumptions and describe future plans, strategies, and expectations, and are typically identified by words such as "believes," "expects," "intends," "anticipates," "estimates," "predicts," "will," "may," "should," and similar phrases.The actual results may differ significantly from those stated, as there are numerous risks and uncertainties involved in achieving these results. These include, but are not limited to: the expected benefits of the proposed transaction may not be realized within the anticipated time; the integration of Evergreen with First Mid may be significantly delayed, or more expensive and difficult than expected; the proposed transaction may not be completed due to the failure to meet the completion conditions, including the inability to obtain required regulatory, shareholder, and other approvals; the proposed transaction may not be completed for any other reasons; the impact of the transaction announcement on customer relationships and operating results; the cost of completing the proposed transaction may be higher than expected; changes in interest rates; overall economic and market conditions; legislative and/or regulatory changes; risks associated with Evergreen being a privately held company, whose business and financial information is not subject to the reporting requirements of listed companies; monetary and fiscal policies of the U.S. government, including those of the U.S. Treasury Department and the Federal Reserve; the quality, composition, and valuation of loans and investment portfolios; demand for loan products; deposit liquidity; competition; demand for financial services; accounting principles, policies, and guidelines; and the ability to complete the proposed transaction or any of the aforementioned risks. Additional information regarding First Mid, including other factors and risks that may have a significant impact on its financial results, is contained in the documents submitted to SEC, including the 10-K annual report and 10-Q quarterly reports. Forward-looking statements are only valid as of the date they are made. Except as required by federal securities laws or SEC rules and regulations, First Mid assumes no obligation to update, revise, or review any forward-looking information due to new information, future events, or other reasons.
Important information regarding the merger and other details
First Mid will submit a registration statement, known as S-4, to SEC in regards to the proposed transaction. This registration statement will include the power of attorney/prospectus for Evergreen, which also constitutes the prospectus for First Mid. It will be sent to the shareholders of Evergreen. The company urges the shareholders of Evergreen to read this power of attorney/prospectus once it becomes available, as it contains important information regarding First Mid, Evergreen, and the proposed transaction, including detailed risk factors. This power of attorney/prospectus, as well as other documents submitted by First Mid to SEC, can be obtained for free at the SEC website under the www.sec.gov section. These documents are also available for free by visiting the First Mid website at the “Investor Relations” section under “SEC Filings”. Alternatively, upon availability of the documents, they can be requested in writing from First Mid Bancshares, PO Box, 499, Mattoon, IL, 61938, Attention: Investor Relations, or from Evergreen Bancshares, Inc., 1701 Macklind Avenue, St. Louis, MO 63110, Attention: Chief Financial Officer. The final version of the power of attorney/prospectus will be mailed to the shareholders of Evergreen.
Call for participants
First Mid and Evergreen, as well as some of their directors, executives, other management personnel, and employees, are all parties involved in the collection of proxies related to the proposed transaction. Information regarding the directors and executives of First Mid is contained in their proxy form from the 2026 annual general meeting of shareholders, which was submitted to SEC on March 17, 2026. This document can be obtained for free through the aforementioned sources. Information about the directors and executives of Evergreen and a description of their direct and indirect interests in the proposed transaction (whether through securities holdings or other means) will be listed when the relevant proxy forms/prospectuses become available. Investors may read these proxy forms/prospectuses once they are available to obtain more information regarding the interests of these parties in the proposed transaction.
Compulsory requirement:
This communication does not constitute an offer to sell securities, nor does it constitute an invitation to offer to purchase securities; no securities sales may be conducted in any jurisdiction where such sales would be illegal under securities law prior to registration or qualification.
First Mid Investor Contact Person:
Austin FrankSenior Vice President, Director of Investor Relations217-258-5522afrank @ firstmid.comJordan ReadChief Financial Officer and Chief Risk Officer217-258-3528jread @ firstmid.comEvergreen Investor Contact Person:
Melissa SpringmeyerExecutive Vice President/Chief Operating Officer636-745-3104Mspringmeyer @ myamericanbank.net(1) The preparation for the exam is for illustrative purposes only and may change based on the final accounting entries for purchase. The example of increased earnings per share assumes that no stock repurchases are made, that cost savings are fully realized, and it does not include restructuring costs or provisions related to the 'double counting' associated with CECL.
(2) The carrying amount per tangible share of TBVPS is calculated using the cross-method for the period in question. For details on the purchase accounting summary, please refer to the slide presentation.












