HTLF Announces Pricing of $150 Million Offering of Subordinated Notes

Tuesday, August 31, 2021

DUBUQUE, Iowa, Aug. 31, 2021 -- Heartland Financial USA, Inc. (NASDAQ: HTLF) today announced that it has priced an underwritten public offering of $150,000,000 aggregate principal amount of its 2.75% Fixed-to-Floating Rate Subordinated Notes due 2031 (the “notes”).  The offering is subject to customary closing conditions and is expected to close on or about September 8, 2021.  Piper Sandler & Co. is acting as sole underwriter.

HTLF expects to use the net proceeds from the sale of the notes for general corporate purposes, which may include, without limitation, providing capital to support its organic growth or growth through strategic acquisitions, financing investments, capital expenditures, investments in the subsidiary banks as regulatory capital, and repaying indebtedness.  A portion of the proceeds may be used to retire higher interest rate senior debt, including $21.25 million principal amount of a note payable to an unaffiliated bank which matures on July 24, 2028 and which is currently accruing interest at 5.425% per annum.  HTLF may also retire certain trust preferred securities where the rates and terms make it advantageous to do so.

For this offering of notes, HTLF has filed a registration statement (File No. 333-233120) and a preliminary prospectus supplement to the prospectus contained in the registration statement, and HTLF will file a final prospectus supplement, with the Securities and Exchange Commission (the “SEC”). Before you invest, you should read the prospectus in the registration statement, the prospectus supplement and the other documents that HTLF has filed with the SEC for more complete information about the company and the offering. You may obtain copies of these documents for free by visiting EDGAR on the SEC’s web site at www.sec.gov. Alternatively, the underwriter will arrange to send you copies of the prospectus and the prospectus supplement relating to the offering if you request it by contacting: Piper Sandler & Co. by emailing FSG-DCM@psc.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the notes, nor shall there be any sale of the notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Any offering of notes is being made only by means of a written prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. The notes being offered have not been approved or disapproved by any regulatory authority, nor has any such authority passed upon the accuracy or adequacy of the registration statement, prospectus or prospectus supplement.