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MainSource Financial to acquire MBT Bancorp in Ohio expansion.

BANKING AND CREDIT NEWS-April 10, 2014--MainSource Financial to acquire MBT Bancorp in Ohio expansion


10 April 2014 -- Indiana US-based bank holding company MainSource Financial Group Inc (NASDAQ: MSFG) said that it has entered into a definitive merger agreement to acquire all of the common stock of MBT Bancorp in a cash and stock transaction valued at approximately USD 33.8m.

MBT, headquartered in West Harrison, Indiana, is the holding company for The Merchants Bank and Trust Co which operates six branches spanning from Dearborn County Indiana to the greater Cincinnati communities of Harrison, Western Hills and Hyde Park.

As of December 31, 2013, Merchants had approximately USD 225.2m in assets, USD 180.2m in loans, USD 187.9m in deposits and USD 23.9m of total equity.

It is anticipated that simultaneous with the merger, The Merchant's Bank and Trust company, an Indiana chartered commercial bank and a wholly-owned subsidiary of MBT will merge with and into MainSource Bank, an Indiana chartered commercial bank and wholly-owned subsidiary of MainSource, with MainSource Bank as the surviving bank.

Under the terms of the agreement, which was approved by the boards of both companies, shareholders of MBT may elect to receive either 2.055 shares of MainSource common stock or USD 35.16 in cash for each share of MBT common stock owned, subject to proration provisions specified in the merger agreement that provide for a targeted aggregate split of total consideration of 60% common stock and 40% cash.

Based upon the April 4, 2014 closing price of USD 16.40 per share of MainSource common stock, the transaction is valued at approximately USD 33.8m.

MainSource said it expects the transaction to be accretive to 2015 diluted earnings per share by approximately USD 0.09. It is projected to be approximately 4% dilutive to tangible book value per share at closing, inclusive of USD 4.0m in pre-tax restructuring charges, with an earnback period of approximately four years.

The merger is expected to be completed in 3Q14, subject to the satisfaction of customary closing conditions, including regulatory approvals and the approval of the shareholders of MBT.

MBT Bancorp is the holding company of The Merchant's Bank and Trust Co. MBT now operates six branches spanning from the Ohio/Indiana border to the eastern Cincinnati suburb of Hyde Park.

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Publication:M2 Banking & Credit News (BCN)
Geographic Code:1U3IN
Date:Apr 10, 2014
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