Manhattan, Kan.-based Landmark Bancorp Inc., the holding company of Landmark National Bank, agreed to acquire Overland Park, Kan.-based Freedom Bancshares Inc. for a cash consideration valued at $33.35 million, subject to certain adjustments.

The boards of Landmark Bancorp and Freedom Bancshares unanimously approved the deal, which is expected to close during the fourth quarter.

Freedom Bank, the wholly owned bank subsidiary of Freedom Bancshares, will be merged with and into Landmark National Bank upon closing of the acquisition. Freedom Bank's banking office will become a branch of Landmark National Bank.

At announcement, S&P Global Market Intelligence calculates the deal value to be 151.97% of common equity and tangible common equity, 19.72% of deposits, 14.98% of assets and 25.54x earnings. The tangible book premium-to-core deposits ratio is 6.93%.

S&P Global Market Intelligence valuations for bank and thrift targets in the Midwest region between Jun. 28, 2021, and Jun. 28, 2022, averaged 144.10% of book and 145.89% of tangible book and had a median of 14.07x last-12-months earnings, on an aggregate basis.

Landmark Bancorp will expand in Johnson County, Kan., by one branch to be ranked No. 20 with a 1.04% share of approximately $26.36 billion in total market deposits.

Upon completion of the deal, Landmark Bancorp will have total assets of approximately $1.5 billion and 31 total offices in 24 communities across Kansas, according to a news release.

If the deal is terminated under certain circumstances, Freedom Bancshares may be required to pay Landmark Bancorp a termination fee of $1.25 million.

Cummings & Co. LLC was financial adviser and Barack Ferrazzano Kirschbaum & Nagelberg LLP acted as legal counsel to Landmark Bancorp. Olsen Palmer LLC was financial adviser and Fenimore Kay Harrison LLP acted as legal counsel to Freedom Bancshares.

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