Filed by Old National Bancorp
Pursuant to Rule 425 under
the Securities Act of 1933
Subject Company: Old National
Bancorp - Permanent Bancorp, Inc.
Commission File No. 0-10888
(OLD NATIONAL LOGO)
P.O. Box 718 Evansville, IN 47705
NASDAQ Symbol: OLDB
NEWS RELEASE
SUBJECT: Old National Bancorp's acquisition of Permanent
Bancorp approved by Permanent's shareholders.
Divestiture plan agreement reached with
Department of Justice.
DATE: June 21, 2000
For Further Information Call: John Poelker - (812) 464-1266
Executive Vice President - Chief
Financial Officer
(Evansville, Indiana) Old National Bancorp (NASDAQ: OLDB)
announced today that the shareholders of Permanent Bancorp
(NASDAQ: PERM) overwhelmingly approved the acquisition of
Permanent by Old National. The transaction, announced in
December, 1999, calls for Old National to issue shares with
a value of $92 million for the stock of Permanent.
As part of the regulatory approval process for the
transaction, the companies announced that an agreement has
been reached with the Department of Justice under which two
Permanent branches in Evansville will be sold to another
banking company. The branches, with total deposits of
approximately $41 million, will be offered for sale to
financial institutions with current operations in the
Evansville market. The companies have agreed to enter into a
sale contract for the branches prior to closing the
acquisition of Permanent by Old National.
Old National Chairman and Chief Executive Officer Jim
Risinger observed that "while we are disappointed that the
branch divestiture is being required by the Department of
Justice, we look forward to joining forces with Permanent
with great excitement. The opportunity to offer our unique
and long-standing brand of customer-focused services to an
expanded customer base here in the Evansville area is
something we have been anticipating since this transaction
was announced late last year."
Old National indicated that it has already begun the process
of preparing for the solicitation of bids for the branches
and expects to be able to close the transaction with
Permanent within 30 - 45 days.
According to Old National Executive Vice President and Chief
Financial Officer John Poelker "the divestiture of the
branches will not have a significant impact on the economics
of the transaction given the relatively small size of the
deposits and loans
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involved. Additionally, given the vibrancy and
attractiveness of the Evansville market, we fully expect the
branches to command a significant premium."
Old National Bancorp is an $8 billion financial services
company headquartered in Evansville, Indiana, serving
customers in Indiana, Illinois, Kentucky, Tennessee and
Ohio. Old National provides traditional commercial and
consumer banking services as well as trust and asset
management, a full range of insurance products for both
commercial and individual customers, and brokerage and
investment products.
The company's products and services are delivered through a
network of 149 banking offices, 249 ATM's, 15 trust and
asset management offices, 7 insurance agency locations and
20 brokerage offices.
On-line services are also available through the company's
Internet website at www.oldnational.com.
Forward-Looking Statements
This press release contains certain forward-looking statements
within the meaning of the Private Securities Litigation Reform
Act of 1995. Forward-looking statements include statements
with respect to the Company's beliefs, expectations, estimates
and intentions and may include expressions such as "expects,"
"intends," "believes," and "should," which are necessarily
statements of belief as to the expected outcomes of future
events. Actual results could materially differ from those
presented. Internal and external factors that might cause
such a difference include, but are not limited to, the
possibility that anticipated cost savings from the merger
and other initiatives may not be fully realized within the
expected timeframes, the actual premium received on the
deposits of the branches to be divested, and the total amount
of the deposits of the branches to be divested at the time of
the sale of the branches. Actual results could materially
differ from those contained in, or implied by such statements.
Old National undertakes no obligation to release revisions to
these forward-looking statements or reflect events or
conditions after the date of this release.
Investors are urged to read the important information regarding
the transaction which has been disclosed in a registration
statement filed by Old National with the SEC. Investors can
view the registration statement, WHICH INCLUDES THE IDENTITY
OF THE PARTICIPANTS AS WELL AS THEIR INTEREST IN THE TRANSACTION,
and other documents filed by Old National and Permanent Bancorp
at the SEC's web site located at http://www.sec.gov. Investors
can obtain any of the documents incorporated by reference in
the registration statements free from Old National or Permanent
Bancorp as the case may be.
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