Southern Indiana Business Report
EVANSVILLE — Old National Bancorp and First Midwest Bancorp Inc. jointly announced Feb. 16 they have completed their all-stock merger of equals. The intention had been announced on June 1.
The combined company creates the sixth largest commercial bank headquartered in the Midwest based on assets, with more than $46 billion of combined assets, $34 billion of assets under management, strong commercial banking capabilities, a robust retail footprint and a significant wealth platform.
“The completion of this partnership marks an historic milestone for both Old National and First Midwest,” said Jim Ryan, CEO of Old National. “We are excited to bring the promise of our two companies together and leverage our talent, expertise and increased scale and market presence to benefit our clients, team members, communities and shareholders.”
“This combination makes us one of the Midwest’s largest commercial banks and positions us well for continued expansion, investment and innovation in talent, capabilities and services,” said Mike Scudder, executive chairman of the combined company. “We look forward to building upon the strong legacy of exceptional relationship banking and community engagement that both banks have developed over several decades to create even more opportunities to help our clients achieve financial success.”
The combined organization will operate under the Old National Bancorp and Old National Bank names, with dual headquarters in Evansville and Chicago, Illinois. Clients will continue to be served through their respective Old National or First Midwest branches, websites, mobile apps, financial advisors and relationship managers until the system conversion is complete, which is anticipated in July 2022. For convenience, clients can continue to use the full ATM network of both banks for cash withdrawals at no charge.
Board of directors
The combined company’s board of directors consists of 16 members with eight directors from Old National and eight directors from First Midwest:
- Mike Scudder, executive chairman
- Becky Skillman, lead independent director
- Barbara Boigegrain
- Tom Brown
- Kathryn Hayley
- Pete Henseler
- Dan Hermann
- Ryan Kitchell
- Austin Ramirez
- Ellen Rudnick
- Jim Ryan
- Tom Salmon
- Michael Small
- Derrick Stewart
- Steve Van Ardsell
- Kathy White
At the effective time of the merger on Feb. 15, each share of First Midwest common stock was converted into the right to receive 1.1336 shares of Old National common stock, with First Midwest stockholders receiving cash in lieu of fractional shares. Former First Midwest stockholders collectively represent approximately 44% of the combined company.
Shares of First Midwest ceased trading after the closing of the NASDAQ stock market on Feb. 15. The combined company’s common shares will trade on NASDAQ under ticker symbol “ONB.”
In addition, each share of 7.000% Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series A, of First Midwest outstanding and each share of 7.000% Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series C, of First Midwest (collectively, the “First Midwest preferred stock”) was converted, respectively, into the right to receive one share of a newly created series A and series C of preferred stock of Old National (the “Old National preferred stock”) at the effective time of the merger. Each outstanding First Midwest depositary share representing a 1/40th interest in a share of the applicable series of First Midwest preferred stock was converted into an Old National depositary share representing a 1/40th interest in a share of the applicable series of the Old National preferred stock (NASDAQ: ONBPP and ONBPO).
About Old National
Old National Bancorp, the holding company of Old National Bank, is the largest bank holding company headquartered in Indiana. With $24 billion in assets, it ranks among the top 100 banking companies in the U.S. and has been recognized as a World’s Most Ethical Company by the Ethisphere Institute for 10 consecutive years. Founded in Evansville in 1834, Old National’s footprint now includes Indiana, Illinois, Kentucky, Michigan, Minnesota and Wisconsin. In addition to providing extensive services in retail and commercial banking, Old National offers comprehensive wealth management, investment and capital market services.