8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): August 16, 2012

Old National Bancorp
__________________________________________
(Exact name of registrant as specified in its charter)

Indiana	001-15817	35-1539838
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	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

Not Applicable
______________________________________________
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:

[  ]  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 8.01 Other Events.

On August 16, 2012, Old National Bancorp’s wholly owned bank subsidiary, Old National Bank ("ONB"), announced plans to sell or consolidate twenty-seven (27) banking centers as part of its ongoing efficiency improvements. In connection with the efficiency improvements, ONB entered into branch purchase and assumption agreements with the following three banks: (i) Planters Bank, Inc. to purchase the deposits and banking center facilities at five of ONB’s Western Kentucky branches; (ii) Legence Bank to purchase the deposits and banking center facilities at two of ONB’s Southern Illinois branches; and (iii) Area Bank to purchase one ONB banking center property and deposits from two ONB locations in Southern Illinois. The three branch sales are subject to regulatory approval and customary closing conditions. ONB expects the transactions to close in either the fourth quarter of 2012 or the first quarter of 2013. The consolidation of 18 banking centers into other ONB locations is expected to occur in the fourth quarter of 2012. Old National recorded expenses of approximately $1.3 million in the second quarter of 2012 relating to these efficiency improvements and expects additional costs of $2 to $3 million in the second half of this year.

Attached hereto as Exhibit 99.1 is a press release issued by Old National Bancorp announcing the planned efficiency improvements, which is incorporated herein by reference pursuant to General Instruction F to Form 8-K.

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements regarding future events and developments concerning Old National. You can find many of these statements by looking for words such as "expects," "projects," "anticipates," "believes," "intends," "estimates," "strategy," "plan," "potential," "possible" and other similar expressions. Statements about the expected timing, completion and all other statements in this Current Report other than historical facts constitute forward-looking statements.

Forward-looking statements involve certain risks and uncertainties. The ability of Old National to predict results or actual effects of its plans and strategies is inherently uncertain. Accordingly, actual results may differ materially from those expressed in, or implied by, the forward-looking statements. Because these forward-looking statements are subject to assumptions and uncertainties, the developments and future events concerning Old National set forth in this Current Report may differ materially from those expressed or implied by these forward-looking statements. You are cautioned not to place undue reliance on these statements, which speak only as of the date of this Current Report.

All written and oral forward-looking statements concerning the transactions or other matters addressed in this Current Report and attributable to Old National or any person acting on their behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Old National undertakes no obligation to update these forward-looking statements to reflect events or circumstances after the date of this Current Report or to reflect the occurrence of unanticipated events, unless obligated to do so under the federal securities laws.

Item 9.01 Financial Statements and Exhibits.

(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits

Exhibit No. - Description
99.1 - Press Release Issued by Old National Bancorp dated August 16, 2012.

SIGNATURES

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.

	Old National Bancorp
August 16, 2012	By:	Jeffrey L. Knight
		Name: Jeffrey L. Knight
		Title: EVP, Chief Legal Counsel and Corporate Secretary

Exhibit Index

Exhibit No.	Description
99.1	Press Release issued by Old National Bancorp dated August 16, 2012.

EX-99.1

Contacts:

Media:
Kathy A. Schoettlin – (812) 465-7269
Executive Vice President – Communications

Financial Community:
Lynell J. Walton – (812) 464-1366
Senior Vice President – Investor Relations

FOR IMMEDIATE RELEASE
August 16, 2012

Old National announces plans to sell or consolidate branches
as part of ongoing efficiency improvements

• Nine banking centers to be sold

• Eighteen banking centers scheduled to be consolidated

Evansville, Ind. (August 16, 2012) – Old National Bank, Old National Bancorp’s banking subsidiary, announced today plans to sell or consolidate 27 banking centers as part of ongoing efficiency and service delivery improvements.

Old National to sell deposits of nine banking centers — subject to regulatory approval and the satisfaction of customary closing conditions:

• Five locations in Western Kentucky with total deposits of $93.7 million and a deposit premium of 2.53% will be sold to Planters Bank

• Two locations in Southern Illinois with total deposits of $46.3 million and a deposit premium of 1.11% will be sold to Legence Bank

• Two locations in Southern Illinois with total deposits of $33.5 million and a deposit premium of approximately 0.3% will be sold to Area Bank

***All of the deposit amounts referenced above are based on balances as of August 10, 2012. The branch properties are expected to be sold in the transactions, except for one of the Southern Illinois properties involved in the Area Bank transaction. No loans are anticipated to be sold as a part of these transactions.

Old National to consolidate 18 banking centers into existing branch locations:

• Nine locations in the Indianapolis area

• Five locations in Central Indiana

• Four locations in Southern Indiana

Old National currently has 183 locations across Indiana, Western Kentucky, and Southern Illinois. As part of an ongoing efficiency initiative, Old National took a close look at its locations, examining such items as market dynamics, deposits per branch, proximity to other offices and client traffic. Half of the consolidations are Indianapolis in-store branches with an approaching expiring lease. These locations will be consolidated into a nearby Old National, many of which are within a one – two mile radius.

Old National does not anticipate job eliminations as a result of these activities. Associates at consolidated locations will be offered comparable positions at nearby branches.

Clients of the sold or consolidated branches will be notified through the mail, online and through branch postings. The closures and conversions are anticipated to take place late fourth quarter of 2012 or early first quarter of 2013.

About Old National

Old National Bancorp is the largest financial services holding company headquartered in Indiana and, with $8.7 billion in assets, ranks among the top 100 banking companies in the United States. Since its founding in Evansville in 1834, Old National has focused on community banking by building long-term, highly valued partnerships with clients in its primary footprint of Indiana, Illinois and Kentucky.  In addition to providing extensive services in retail and commercial banking, wealth management, investments and brokerage, Old National also owns Old National Insurance which is one of the top 100 largest agencies in the US and the 10th largest bank-owned insurance agency. For more information and financial data, please visit Investor Relations at oldnational.com.

Forward Looking Statement Disclaimer

This press release contains 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 the expected timing, completion, and other effects of the proposed branch divestiture. 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 management’s 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: the requisite regulatory approvals for the proposed divestitures and closures might not be obtained; ability of Old National to execute its business plan, failure or circumvention of Old National’s internal controls, significant changes in accounting, tax or regulatory practices or requirements, new legal obligations or liabilities or unfavorable resolutions of litigations, other matters discussed in this press release and other factors identified in the Company’s 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 this press release, and Old National undertakes an obligation to release revisions to these forward-looking statements to reflect events or conditions after the date of this release.

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