First Financial Corporation has filed an amendment to its registration statement regarding its merger with First Illinois Corporation. This merger is significant as it will create a combined bank holding company with approximately $7.0 billion in total assets and a market capitalization of about $985.2 million. The new entity will operate with a network of 90 branches across key markets in Indiana, Illinois, Kentucky, Tennessee, and Georgia.

The merger agreement outlines a two-step process. Initially, HPB Holdings, Inc., a wholly owned subsidiary of First Illinois, will merge with First Illinois, making it the direct owner of Hickory Point Bank and Trust. Following this, First Illinois will merge into First Financial Corporation, with First Financial as the surviving entity. The combined company will continue to trade on the Nasdaq under the ticker symbol “THFF.”

According to the filing, shareholders of First Illinois will have the option to receive either cash, stock, or a combination of both as part of the merger consideration. Specifically, each share of First Illinois common stock will convert into either 0.5727 shares of First Financial common stock or $44.35 in cash, subject to certain proration provisions. The filing also notes that the maximum number of shares eligible for cash consideration is capped at 727,377 shares, while up to 1,697,213 shares may be converted into stock consideration.

First Financial Corporation, based in Terre Haute, Indiana, is categorized under the SIC code 6022, which pertains to state commercial banks. The company has been actively pursuing growth strategies, and this merger is expected to enhance its market presence significantly.

The impact of this merger could extend beyond the companies involved, potentially reshaping the competitive landscape within the state commercial banking sector. The filing indicates that the merger is expected to qualify as a reorganization under the Internal Revenue Code, which may have tax implications for shareholders.

Looking ahead, First Illinois will hold a special meeting for its shareholders on December 17, 2026, to vote on the merger proposal. Approval from First Illinois shareholders is essential for the completion of the merger. The accompanying proxy statement/prospectus contains detailed information about the merger and the voting process, urging shareholders to read it carefully.

The board of directors of First Illinois has unanimously recommended that shareholders vote in favor of the merger proposal, emphasizing the importance of participation in the upcoming vote.