Home Bancshares Details $154.8M All-Stock Acquisition of Mountain Commerce Bancorp, Sets Shareholder Vote

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This 424B3 filing provides the comprehensive details for Home BancShares' strategic all-stock acquisition of Mountain Commerce Bancorp, a transaction valued at approximately $154.8 million. The deal is structured to expand Home BancShares' presence into the attractive Tennessee banking market and is projected to be accretive to its earnings per share and tangible book value. While the transaction will result in approximately 2.7% dilution for existing Home BancShares shareholders, both companies' financial advisors have issued fairness opinions, and MCBI's board unanimously recommends the merger. The filing also highlights significant financial interests for MCBI's directors and executive officers, including accelerated vesting of restricted stock and severance payments. Mountain Commerce Bancorp shareholders are scheduled to vote on the merger on March 11, 2026, marking a critical step towards the expected completion in the first half of 2026.

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• Definitive Merger Terms

  Home BancShares has finalized the terms for its all-stock acquisition of Mountain Commerce Bancorp (MCBI), valued at approximately $154.8 million, with MCBI shareholders receiving 0.85 shares of HOMB common stock for each MCBI share.

• Shareholder Vote Scheduled

  MCBI shareholders are scheduled to vote on the proposed merger at a special meeting on March 11, 2026, with the MCBI board unanimously recommending approval.

• Strategic Expansion and Financial Impact

  The acquisition is expected to be accretive to Home BancShares' earnings per share and tangible book value, facilitating strategic expansion into the Tennessee banking market. MCBI shareholders will own approximately 2.7% of the combined company.

• Insider Financial Interests

  MCBI's directors and executive officers have notable financial interests in the merger, including accelerated vesting of restricted stock and significant cash payments from employment agreements and supplemental retirement plans.

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This 424B3 filing provides the comprehensive details for Home BancShares' strategic all-stock acquisition of Mountain Commerce Bancorp, a transaction valued at approximately $154.8 million. The deal is structured to expand Home BancShares' presence into the attractive Tennessee banking market and is projected to be accretive to its earnings per share and tangible book value. While the transaction will result in approximately 2.7% dilution for existing Home BancShares shareholders, both companies' financial advisors have issued fairness opinions, and MCBI's board unanimously recommends the merger. The filing also highlights significant financial interests for MCBI's directors and executive officers, including accelerated vesting of restricted stock and severance payments. Mountain Commerce Bancorp shareholders are scheduled to vote on the merger on March 11, 2026, marking a critical step towards the expected completion in the first half of 2026.