Indiana Community Bancorp Announces Date of Annual Meeting
June 11 2012 - 4:28PM
Indiana Community Bancorp (Nasdaq:INCB) (the "Company"), the
Columbus-based holding company for Indiana Bank and Trust Company,
announced today that its Annual Meeting of Shareholders will be
held on July 24, 2012, at 2:00 p.m. at the Holiday Inn Express in
Edinburgh, Indiana. The Company expects to mail its definitive
proxy statement to all shareholders of record no later than June
25, 2012. Obtaining the approval of shareholders for the
previously announced and pending merger (the "Merger") of the
Company with Old National Bancorp is a condition to the closing of
the Merger. The postponement of the Company's Annual Meeting
(normally held in April) permitted matters requiring the approval
of the Company's shareholders that are related to the Merger to be
considered at the Annual Meeting, and thereby avoid the need to
have two separate meetings.
Rule 14a-8 Shareholder Proposal Deadline
The date of the 2012 Annual Meeting will be more than 30 days
after the anniversary of the 2011 Annual Meeting. Pursuant to
Rule 14a-8 under the Securities Exchange Act of 1934, as amended,
shareholders may present proposals for inclusion in the Company's
proxy statement for the 2012 Annual Meeting by submitting their
proposals to the Company a reasonable time before the Company
begins to print and send its proxy materials. The Company's
Board of Directors has set June 18, 2012, as the deadline for
receipt of shareholder proposals pursuant to Rule 14a-8. In
order for a proposal under Rule 14a-8 to be considered timely, it
must be received by the Company on or prior to June 18, 2012, at
the Company's principal executive offices at 501 Washington Street,
Columbus, Indiana 47201, and be directed to the attention of the
Secretary of the Company. All shareholder proposals must be in
compliance with applicable laws and regulations and the Company's
bylaws in order to be considered for inclusion in the proxy
statement for the 2012 annual meeting.
About Indiana Community Bancorp
Indiana Community Bancorp is a bank holding company registered
with the Board of Governors of the Federal Reserve
System. Indiana Bank and Trust Company, its principal
subsidiary, is an FDIC insured state chartered commercial
bank. Indiana Bank and Trust Company was founded in 1908 and
offers a wide range of consumer and commercial financial services
through 20 branch offices in central and southeastern Indiana.
Additional Information for Shareholders
In connection with the proposed merger, Old National Bancorp has
filed with the Securities and Exchange Commission a Registration
Statement on Form S-4 that includes a Proxy Statement of Indiana
Community Bancorp and a Prospectus of Old National Bancorp, as well
as other relevant documents concerning the proposed transaction.
Shareholders are urged to read the Registration Statement and the
Proxy Statement/Prospectus regarding the merger and any other
relevant documents filed with the SEC, as well as any amendments or
supplements to those documents, because they contain important
information. A free copy of the Proxy Statement/Prospectus, as well
as other filings containing information about Old National Bancorp
and Indiana Community Bancorp, may be obtained at the SEC's
Internet site (http://www.sec.gov). You will also be able to obtain
these documents, free of charge, from Old National Bancorp at
www.oldnational.com under the tab "Investor Relations" and then
under the heading "Financial Information" or from Indiana Community
Bancorp by accessing Indiana Community Bancorp's website at
www.myindianabank.com under the tab "Shareholder Relations" and
then under the heading "Documents."
Old National Bancorp and Indiana Community Bancorp and certain
of their directors and executive officers may be deemed to be
participants in the solicitation of proxies from the shareholders
of Indiana Community Bancorp in connection with the proposed
merger. Information about the directors and executive officers of
Old National Bancorp is set forth in the proxy statement for Old
National's 2012 annual meeting of shareholders, as filed with the
SEC on a Schedule 14A on March 14, 2012. Information about the
directors and executive officers of Indiana Community Bancorp is
set forth in Item 12 of the Company's Form 10-K for its fiscal year
ended December 31, 2011, as filed with the SEC on March 15, 2012.
Additional information regarding the interests of those
participants and other persons who may be deemed participants in
the transaction may be obtained by reading the Proxy
Statement/Prospectus regarding the proposed merger when it becomes
available. Free copies of this document may be obtained as
described in the preceding paragraph.
Forward-Looking Statements
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 Old National Bancorp's and Indiana Community
Bancorp's financial condition, results of operations, asset and
credit quality trends and profitability and statements about the
expected timing, completion, financial benefits and other effects
of the proposed merger. 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:
expected cost savings, synergies and other financial benefits from
the proposed merger not be realized within the expected time frames
and costs or difficulties relating to integration matters might be
greater than expected; the requisite shareholder and regulatory
approvals for the proposed merger might not be obtained; market,
economic, operational, liquidity, credit and interest rate risks
associated with Old National Bancorp's and Indiana Community
Bancorp's businesses, competition, government legislation and
policies (including the impact of the Dodd-Frank Wall Street Reform
and Consumer Protection Act and its related regulations); the
ability of Old National Bancorp to execute its business plan
(including the proposed acquisition of Indiana Community Bancorp);
changes in the economy which could materially impact credit quality
trends and the ability to generate loans and gather deposits;
failure or circumvention of either Old National Bancorp's or
Indiana Community Bancorp's internal controls; failure or
disruption of our information systems; 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 Indiana Community Bancorp'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 neither Old
National Bancorp nor Indiana Community Bancorp undertakes an
obligation to release revisions to these forward-looking statements
to reflect events or conditions after the date of this press
release.
CONTACT: John K. Keach, Jr., President and Chief Executive Officer
(812) 373-7816
Fax: (812) 373-7865
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