Deal Flow
Letter · prints on one page
Transaction tear sheetData as of Nov 7, 2026
M&A · Financials · National Commercial Banks

Old National Bancorp to acquire First Midwest Bancorp Inc

Announced Jun 1, 2021 · Closed Feb 15, 2022

Deal value$2.47B
Premium—To unaffected price
EV / Adj. EBITDA—
ConsiderationAll stock$21.60 per share

Transaction

Acquirer
Old National Bancorp (ONB)
Target
First Midwest Bancorp Inc (FMBI)
Buyer type
Strategic
Offer price per share
$21.60
Enterprise value
—
Status
Closed Feb 15, 2022

Deal protections

Break fee (target pays)
$97.0M · 3.9%
Reverse fee (buyer pays)
—
Go-shop
No-shop
Financing
—

Advisors

To the acquirer
Stifel
To the target
JPMorgan
JPMorgan fee
$25.0M

Sector context · Financials

Comparable deals
30 in the prior 24 months
Premium
Sector median 48.0%
EV / Adj. EBITDA
Sector median 21.6x
Break fee
3.9% vs. 3.7% sector median

Timeline

  1. AnnouncedJun 1, 2021
  2. Proxy filedJul 27, 2021
  3. Definitive proxyJul 27, 2021
  4. Shareholder voteSep 15, 2021
  5. ClosedFeb 15, 2022

Valuation · fairness opinions

Discounted cash flowStifel$18.78$25.08
Discounted cash flowStifel$20.97$27.96
Trading comparablesJPMorgan$17.00$24.72
Trading comparablesJPMorgan$20.68$24.34
Discounted cash flowJPMorgan$18.48$22.23
Trading comparablesJPMorgan$16.01$23.29
Trading comparablesJPMorgan$19.56$22.77
Offer $21.60

Implied value per First Midwest Bancorp Inc share by analysis, from Stifel and JPMorgan · DCF discount rate 9.5%–11.5%.

Sources
  • 8-K (EX-99.1) · Jun 1, 2021
  • 425 (EX-99.1) · Jun 1, 2021
  • 425 · Jun 1, 2021

Adj. EBITDA is operating income + D&A + impairment, restructuring, deal costs and stock compensation, less any large gain on a sale, last twelve months, from the target's filings. Calculated by Castle, so it can differ from a bank's adjusted figure.

Prepared with Castle from public SEC EDGAR filings. Figures are extracted automatically; verify against the source documents. Not investment advice.