UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): October 27, 2014
OLD NATIONAL BANCORP
(Exact name of Registrant as specified in its charter)
| Indiana | 001-15817 | 35-1539838 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| One Main Street Evansville, Indiana |
47708 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (812) 464-1294
(Former name or former address if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| x | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition
On October 27, 2014, Old National Bancorp (the “Company”) issued a press release (“Press Release”) reporting its financial results for the third quarter of 2014. The Press Release is included as Exhibit 99.1 hereto and is incorporated herein by reference. The Company also released the financial trends including its third-quarter results. The financial trends are included as Exhibit 99.2 hereto and are incorporated herein by reference. In connection therewith, a slide presentation outlining third-quarter earnings, recent strategic developments and the Company’s financial outlook will be available on the Company’s website to complement the conference call to be held on October 27, 2014, at 10:00 a.m. CDT and will be accessible at http://www.oldnational.com before the conference call begins.
Item 8.01 Other Events.
The Company also announced in the Press Release that the Company’s Board of Directors declared a quarterly cash dividend of $0.11 per common share. The dividend is payable on December 15, 2014, to shareholders of record on December 1, 2014. For purposes of broker trading, the ex-date of the cash dividend is November 26, 2014.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. The following exhibits are furnished herewith:
| Exhibit |
Description | |
| 99.1 | Press Release issued by Old National Bancorp on October 27, 2014 | |
| 99.2 | Financial Trends issued by Old National Bancorp on October 27, 2014 | |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: October 27, 2014
| OLD NATIONAL BANCORP | ||
| By: | /s/ Christopher A. Wolking | |
| Christopher A. Wolking | ||
| Senior Executive Vice President and Chief Financial Officer | ||
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Exhibit Index
| Exhibit |
Description | |
| 99.1 | Press Release issued by Old National Bancorp on October 27, 2014 | |
| 99.2 | Financial Trends issued by Old National Bancorp on October 27, 2014 | |
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