Business First Bancshares completes acquisition of Progressive Bancorp

This filing

stock underlying such Progressive restricted stock award, without interest. The total aggregate consideration delivered to holders of Progressive common stock was approximately 3,197,185 shares of BFST common stock. The issuance of shares of BFST common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the “Securities

Comparable filing

rights in accordance with applicable law (each as provided for in the Merger Agreement)), was automatically converted as a result of the Merger into the right to receive 0.5500 shares of common stock, $0.625 par value, of the Company (the “Company Common Stock”), with cash paid in lieu of fractional shares. Each outstanding share of the Company Common

This filing

stock underlying such Progressive restricted stock award, without interest. The total aggregate consideration delivered to holders of Progressive common stock was approximately 3,197,185 shares of BFST common stock. The issuance of shares of BFST common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the “Securities

Comparable filing

the closing of the Transaction, after giving effect to estimated working capital, the assumption of finance leases by the Purchaser and before certain transaction expenses, was $110 million in cash (subject to a post-closing working capital adjustment). The foregoing summary of the Transaction and the terms and conditions of the Purchase Agreement is subject to, and

This filing

stock underlying such Progressive restricted stock award, without interest. The total aggregate consideration delivered to holders of Progressive common stock was approximately 3,197,185 shares of BFST common stock. The issuance of shares of BFST common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the “Securities

Comparable filing

the Introductory Note of this Current Report on Form 8-K is incorporated by reference in this Item 2.01. As consideration for the Merger, the Company (a) issued an aggregate of 12,592,960 shares of the Company’s common shares, no par value (“Merger Shares”), to the holders of SHI’s senior preferred stock and (b) paid an aggregate of $10,000.00 in cash to the

This filing

stock underlying such Progressive restricted stock award, without interest. The total aggregate consideration delivered to holders of Progressive common stock was approximately 3,197,185 shares of BFST common stock. The issuance of shares of BFST common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the “Securities

Comparable filing

has agreed to sell and the Company has agreed to purchase the website and total code of the sports betting platform www.sportypick.com owned by Day (the “Assets”) in exchange for 5,000,000 restricted shares of common stock of the Company (the “Shares”). The foregoing information is a summary of the APA involved in the transaction described above, is not complete,

This filing

stock underlying such Progressive restricted stock award, without interest. The total aggregate consideration delivered to holders of Progressive common stock was approximately 3,197,185 shares of BFST common stock. The issuance of shares of BFST common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the “Securities

Comparable filing

Company”) entered into an Asset Purchase Agreement (the “Agreement”) with Dream America Marketing Services, Ltda., a Costa Rican company (the “Seller”). Pursuant to the Agreement, the Company agreed to acquire

This filing

stock underlying such Progressive restricted stock award, without interest. The total aggregate consideration delivered to holders of Progressive common stock was approximately 3,197,185 shares of BFST common stock. The issuance of shares of BFST common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the “Securities

Comparable filing

shares of TBHC Common Stock held directly by the Company or Knight Merger Sub, which were automatically cancelled and ceased to exist) was converted into the right to receive 0.1993 (the “ Exchange Ratio ”) of a share of common stock, par value $0.0001 per share, of the Company (“ BBBY Common Stock ”). Treatment of Fractional Shares No fractional shares of

This filing

stock underlying such Progressive restricted stock award, without interest. The total aggregate consideration delivered to holders of Progressive common stock was approximately 3,197,185 shares of BFST common stock. The issuance of shares of BFST common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the “Securities

Comparable filing

the Company acquired (the “Acquisition”) all the issued and outstanding membership interests of RPD (the “Membership Interests”) from Abundia Financial for the consideration of $4,040,000, payable in the form of a senior secured convertible cote (the “Convertible Note”). The Convertible Note is secured, and in connection therewith, the parties entered into a

This filing

stock underlying such Progressive restricted stock award, without interest. The total aggregate consideration delivered to holders of Progressive common stock was approximately 3,197,185 shares of BFST common stock. The issuance of shares of BFST common stock in connection with the Merger was registered under the Securities Act of 1933, as amended (the “Securities

Comparable filing

On May 1, 2026, the Company acquired the assets of WAAY (ABC) in Huntsville, Alabama, WSIL (ABC) in Paducah, Kentucky, Cape Girardeau, Missouri, and Harrisburg, Illinois, WEVV (CBS/FOX) in Evansville, Indiana, WFFT (FOX) in Ft. Wayne, Indiana, WCOV (FOX) and WIYE (IND) in Montgomery, Alabama, KADN (FOX) and KLAF (NBC) in Lafayette, Louisiana, and WREX (NBC) in Rockford, Illinois (collectively, together with the Allen 3, the “Allen Media Stations”) from AMG for a purchase price of $115 million plus working capital adjustments, which was funded using the Company’s available cash on hand.