Business Combinations	6 Months Ended
Jun. 30, 2024
Business Combinations
Business Combinations	NOTE 3 Business Combinations On May 15, 2024, the Company and HMN Financial, Inc. (“HMNF”), the holding company for Home Federal Savings Bank, jointly announced the signing of a merger agreement pursuant to which the Company will acquire HMNF. Under the terms of the merger agreement, HMNF will merge with and into the Company and Home Federal Savings Bank will merge with and into the Company’s wholly-owned subsidiary, Alerus Financial, National Association, in a transaction valued at approximately $123.7 million. The acquisition will further enhance the Company’s footprint in southern Minnesota. Under the terms of the merger agreement, stockholders of HMNF will receive 1.25 shares of the Company’s common stock for each share of HMNF common stock, which exchange ratio is subject to potential downward adjustment if certain financial metrics are not met at closing, and the merger is expected to qualify as a tax-free reorganization for HMNF’s stockholders. Based on the closing price of the Company’s common stock on May 14, 2024, the trading day immediately preceding the public announcement of the merger, of $20.69, the implied merger consideration that an HMNF stockholder would be entitled to receive for each share of HMNF common stock owned would be $25.86 with an aggregate transaction value of approximately $123.7 million. Upon closing of the transaction, stockholders of HMNF are expected to hold approximately 22.0% of the Company’s outstanding common stock. The transaction has been unanimously approved by the Boards of Directors of both companies. Completion of the merger is subject to customary closing conditions, including receipt of required regulatory approvals and approval by the stockholders of both the Company and HMNF. Both the Company and HMNF will host special meetings of their respective stockholders on September 12, 2024, in order to seek approval of the transaction. The transaction is expected to close in the fourth quarter of 2024. During both the three and six months ended June 30, 2024, the Company incurred $0.6 million in pre-tax acquisition expenses related to the planned acquisition of HMNF, comprised of legal and professional fees included in professional fees and assessments expense in the consolidated statements of income.

Business Combinations

6 Months Ended

Jun. 30, 2024

NOTE 3 Business Combinations

On May 15, 2024, the Company and HMN Financial, Inc. (“HMNF”), the holding company for Home Federal Savings Bank, jointly announced the signing of a merger agreement pursuant to which the Company will acquire HMNF. Under the terms of the merger agreement, HMNF will merge with and into the Company and Home Federal Savings Bank will merge with and into the Company’s wholly-owned subsidiary, Alerus Financial, National Association, in a transaction valued at approximately $123.7 million. The acquisition will further enhance the Company’s footprint in southern Minnesota.

Under the terms of the merger agreement, stockholders of HMNF will receive 1.25 shares of the Company’s common stock for each share of HMNF common stock, which exchange ratio is subject to potential downward adjustment if certain financial metrics are not met at closing, and the merger is expected to qualify as a tax-free reorganization for HMNF’s stockholders. Based on the closing price of the Company’s common stock on May 14, 2024, the trading day immediately preceding the public announcement of the merger, of $20.69, the implied merger consideration that an HMNF stockholder would be entitled to receive for each share of HMNF common stock owned would be $25.86 with an aggregate transaction value of approximately $123.7 million. Upon closing of the transaction, stockholders of HMNF are expected to hold approximately 22.0% of the Company’s outstanding common stock.

The transaction has been unanimously approved by the Boards of Directors of both companies. Completion of the merger is subject to customary closing conditions, including receipt of required regulatory approvals and approval by the stockholders of both the Company and HMNF. Both the Company and HMNF will host special meetings of their respective stockholders on September 12, 2024, in order to seek approval of the transaction. The transaction is expected to close in the fourth quarter of 2024.

During both the three and six months ended June 30, 2024, the Company incurred $0.6 million in pre-tax acquisition expenses related to the planned acquisition of HMNF, comprised of legal and professional fees included in professional fees and assessments expense in the consolidated statements of income.