- Filing of certain prospectuses and communications in connection with business combination transactions (425)
February 17 2012 - 11:18AM
Edgar (US Regulatory)
Filed by Old National Bancorp
Pursuant to Rule 425 under the Securities Act of 1933
Subject Company: Indiana Community Bancorp
SEC Registration Statement No.:
000-18847
On February 17, 2012, Old National Bancorp filed a Current Report on Form 8-K with the
Securities and Exchange Commission that included a slide presentation its executive officers intend to use in one or more meetings with investors and analysts. The following slides are excerpts from the presentation and relate to Old National
Bancorps pending acquisition of Indiana Community Bancorp.
Additional Information for Shareholders
In connection with the proposed merger, Old National Bancorp will file with the Securities and Exchange Commission a Registration
Statement on Form S-4 that will include a Proxy Statement of Indiana Community Bancorp and a Prospectus of Old National Bancorp, as well as other relevant documents concerning the proposed transaction. Shareholders are urged to read the Registration
Statement and the Proxy Statement/Prospectus regarding the merger when it becomes available and any other relevant documents filed with the SEC, as well as any amendments or supplements to those documents, because they will contain important
information. A free copy of the Proxy Statement/Prospectus, as well as other filings containing information about Old National Bancorp and Indiana Community Bancorp, may be obtained at the SECs Internet site (http://www.sec.gov). You will also
be able to obtain these documents, free of charge, from Old National Bancorp at www.oldnational.com under the tab Investor Relations and then under the heading Financial Information or from Indiana Community Bancorp by
accessing Indiana Community Bancorps website at www.myindianabank.com under the tab Shareholder Relations and then under the heading Documents.
Old National Bancorp and Indiana Community Bancorp and certain of their directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of Indiana
Community Bancorp in connection with the proposed merger. Information about the directors and executive officers of Old National Bancorp is set forth in the proxy statement for Old Nationals 2011 annual meeting of shareholders, as filed with
the SEC on a Schedule 14A on March 25, 2011. Information about the directors and executive officers of Indiana Community Bancorp is set forth in the proxy statement for Indiana Community Bancorps 2011 annual meeting of shareholders, as
filed with the SEC on a Schedule 14A on March 22, 2011. Additional information regarding the interests of those participants and other persons who may be deemed participants in the transaction may be obtained by reading the Proxy
Statement/Prospectus regarding the proposed merger when it becomes available. Free copies of this document may be obtained as described in the preceding paragraph.
Forward-Looking Statements
These materials contain certain
forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, descriptions of Old National Bancorps financial condition, results of operations, asset
and credit quality trends and profitability and statements about the expected timing, completion, financial benefits and other effects of the proposed merger. Forward-looking statements can be identified by the use of the words
anticipate, believe, expect, intend, could and should, and other words of similar meaning. These forward-looking statements express managements current expectations or
forecasts of future events and, by their nature, are subject to risks and uncertainties and there are a number of factors that could cause actual results to differ materially from those in such statements. Factors that might cause such a difference
include, but are not limited to: expected cost savings, synergies and other financial benefits from the proposed merger not being realized within the expected time frames and costs or difficulties relating to integration matters might be greater
than expected; the requisite shareholder and regulatory approvals for the proposed merger might not be obtained; market, economic, operational, liquidity, credit and
interest rate risks associated with Old National Bancorps business, competition, government legislation and policies (including the impact of the Dodd-Frank Wall Street Reform and Consumer
Protection Act and its related regulations); the ability of Old National Bancorp to execute its business plan (including the proposed acquisition of Indiana Community Bancorp); changes in the economy which could materially impact credit quality
trends and the ability to generate loans and gather deposits; failure or circumvention of our internal controls; failure or disruption of our information systems; significant changes in accounting, tax or regulatory practices or requirements; new
legal obligations or liabilities or unfavorable resolutions of litigations; other matters discussed in these materials and other factors identified in our Annual Report on Form 10-K and other periodic filings with the Securities and Exchange
Commission. These forward-looking statements are made only as of the date of these materials, and Old National Bancorp undertakes no obligation to release revisions to these forward-looking statements to reflect events or conditions after the date
of these materials.
Indiana Community Bancorp (MM) (NASDAQ:INCB)
Historical Stock Chart
From Nov 2024 to Dec 2024
Indiana Community Bancorp (MM) (NASDAQ:INCB)
Historical Stock Chart
From Dec 2023 to Dec 2024