Old National Bancorp · NASDAQ:ONB

Old National Bancorp — IPO Roadshow (August 2014)

29 slides from Old National Bancorp's IPO roadshow presentation, Aug 11, 2014

  1. Slide 1: Senior Notes Offering

    ISSUER FREE WRITING PROSPECTUS Dated August 11, 2014 Filed Pursuant to Rule 433 Related to the Preliminary Prospectus Supplement dated August 11, 2014 and Registration Statement No. 333-196587 Senior Notes Offering August 11, 2014 OldNationalBancorphasfileda registration statement (including a prosp

  2. Slide 2: Disclosures

    Disclosures Forward Looking Statements: This presentation 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 financial condition, results of o

  3. Slide 3: Terms of Proposed Offering

    Terms of Proposed Offering Issuer:OldNationalBancorp SecurityType:____%SeniorNotes Aggregate PrincipalAmount:$150,000,000 Rating:Moody’sA3 Coupon:____% Maturity:August__,2024 CallProvision: Noncalllife Useof Proceeds: Old National intends to use the net proceeds for general corporate purposes, which

  4. Slide 4: Snapshot of Old National

    Snapshot of Old National Company Description Pro Forma Franchise Map Largest financial services bank holding company headquartered in Indiana with a presence throughout Indiana, Western Kentucky, Southeastern Illinois and Southwest Michigan – 191 financial centers – 192 ATMs Focused on community ban

  5. Slide 5: Investment Highlights

    Investment Highlights Attractive footprint with both leading share in mature markets and room to expand in higher-growth markets Consistent financial performance with distinct revenue streams and eye on efficiency Diverse loan portfolio focused on growth while maintaining strong credit metrics Disci

  6. Slide 6: Experienced Management Team

    Experienced Management Team Years in Title Name Banking/at ONB Prior Experience 25 years at KeyCorp/Society, serving President and CEO Bob Jones 35 / 9 various functions 11 years at Old Kent, including treasury Chief Financial Officer Chris Wolking 31 / 14 and wealth management Background in commerc

  7. Slide 7: Indiana's Economic Achievements

    Indiana’s Economic Achievements “AAA”Credit RatingFitch, – Moody’s and Standard and Poor’s1 3 rd Best U.S. State for Manufacturing2 Jobs 6 th Best State for Business CEO 3 – Magazine 280 new manufacturing jobs created Berry–Plastics, 4 Evansville, Indiana 200 new jobs createdGeneral – 5 Electric, La

  8. Slide 8: Transforming Old National's Landscape

    Transforming Old National’s Landscape Acquired United Bancorp , Inc.– Entry into Acquired Monroe Ann Arbor, MI Acquired Indiana Bancorp–Enhanced July, 2014 Bloomington, IN Community – Acquired St. Entry into Sold non- Joseph Capital – presence Columbus, IN strategic Entry into January, 2011 Acquired

  9. Slide 9: Transforming Old National's Landscape

    Transforming Old National’s Landscape Shifting to higher-growth markets from lower-growth markets Entry and fill-in of existing higher-growth markets through strategic acquisitions Acquired 200 branches + 9 pending Sale or consolidations in lower-growth, non-core markets Consolidated 128 branches So

  10. Slide 10: Our Michigan Footprint

    Our Michigan Footprint Michigan named "most improved" in ranking of pro-business states in 2014 by the American Economic Institute (improved from 39th to118th) Ann Arbor, Michigan (MSA Population: 354,530) Projected 2019 Median Household Income Highest median household income MSA in Michigan $62,065

  11. Slide 11: Diverse and In-Market Loan Portfolio at June 30, 2014

    Diverse and In-Market Loan Portfolio at June 30, 2014 Average commercial/CRE loan size is less than $350 thousand HELOC Covered Loans 5% (Integra) Residential 3% Mortgage 26% Commercial 27% Commercial $1,498.8 Commercial Real Estate 1,354.7 Consumer 808.5 Residential Mortgage 1,425.2 HELOC 280.5 Cov

  12. Slide 12: Stable Deposit Portfolio at June 30, 2014

    Stable Deposit Portfolio at June 30, 2014 Significant core deposit franchise Time Deposits < Time Deposits > $100K $100K 9% 3% Non-Interest Bearing Deposits 28% MMDA & Non-Interest Bearing $2,129.7 Savings Deposits 34% Transaction Accounts 1,912.2 MMDA & Savings 2,528.2 Time Deposits < $100K 699.4 T

  13. Slide 13: Executing the Plan

    Executing the Plan 1 • Organicloangrowthin2Q14of$139.6million, or11.4%annualized, over1Q14 1 Continue to and growth of $214.0 million , or 4.0%, from 2Q13 Grow Core • Total revenue growth 2 in 2Q14 of 4.1% from 2Q13 Revenue • Organic growth in 2Q14 in Banking, Wealth Management and Insurance Reduce

  14. Slide 14: Loan Growth – Excluding Covered Loans

    Loan Growth – Excluding Covered Loans $214.0 $5,379.1 $360.8 $4,912.8 ( $108.5) 2Q13 Loan Sales Loans Obtained Organic Growth 2Q14 Through Acquisitions 14 $ in millions – period-end balances

  15. Slide 15: Fee-Based Business Revenue

    Fee-Based Business Revenue 1 1 • YTD June 30, 2014, Old National's noninterestas income a percent of total revenue was 36.9% 2 Wealth Management Insurance Brokerage Investment Brokerage $7.5 $0.6 $4.1 $4.1 $6.4 $9.8 $9.3 2Q13 2Q14 2Q13 2Q14 2Q13 2Q14 $ in millions (1) Net of change in FDIC indemnifi

  16. Slide 16: Credit Quality – Excluding Covered Loans

    Credit Quality – Excluding Covered Loans ONB Risk Grade Special Mention Loans Grade Name 0 Investment Grade $152.8 1 Minimal Risk 2 Modest Risk 3 Average Risk $112.3 $112.9 4 Monitor 5 Weak Monitor $98.8 1 6 Watch 2Q13 1Q14 2Q14 7 Criticized (Special Mention) 8 Classified (Substandard Accruing) 9 No

  17. Slide 17: Asset Quality Trends

    Asset Quality Trends 12 Net Charge-Offs ALLL / Non-Performing Assets 36.86% 34.08% Non-Covered Covered 1.94% 30.03% 0.51% 0.01% 0.01% (0.02%) 2Q13 1Q14 2Q14 (0.39%) 2Q13 1Q14 2Q14 2 2 ALLL / Loans Non-Performing Loans / Total Loans 2 2.83% 0.90% 0.85% 0.79% 2.15% 2.20% 2Q13 1Q14 2Q14 2Q13 1Q14 2Q14

  18. Slide 18: Credit Quality – Excluding Covered Loans

    Credit Quality – Excluding Covered Loans 1 1 30+ Day Delinquent Loans 90+ Day Delinquent Loans 1.07% 0.85% 0.44% 0.30% 0.42% 0.43% 0.02% 0.00% 0.01% 0.34% 2Q13 1Q14 2Q14 2Q13 1Q14 2Q14 ONB Peer Group Average ONB Peer Group Average 1 As a % of end of period total loans Peer Group data as of June 30,

  19. Slide 19: Capital Ratios

    Capital Ratios Tier 1 Risk-Based Capital Ratio Tangible Common Equity to Tangible1 Assets 14.8% 14.4% 8.8% 14.0% 8.7% 13.1% 13.1% 13.1% 8.4% 8.4%%8.5% 8.1% 2Q13 1Q14 2Q14 2Q13 1Q14 2Q14 ONB Peer Group Average ONB Peer Group Average TangibleCommon Equity– 3/31/2014 $808.4 2Q14 Earnings 18.8 2Q14 Divi

  20. Slide 20: Appendix

    = OLD NATIONAL BANCORP” NASDAQ: ONB oldnational.com Appendix NI i)

  21. Slide 21: Completed and Pending Acquisitions

    Completed and Pending Acquisitions RBS Citizens- Indiana BofA-24 United Acquisition 65 Branches Monroe Integra Bank Community Branches Tower Financial Bancorp LSB Founders Deal Type Branch Deal Traditional FDIC-Assisted Traditional Branch Deal Traditional Traditional Traditional Traditional Columbus

  22. Slide 22: Average Total Loan Trends

    Average Total Loan Trends $ in millions 1 Includes both covered and non-covered loans 22

  23. Slide 23: Credit Quality – ALLL and Mark Summary

    Credit Quality – ALLL and Mark Summary Allowance For Loan and Lease Loss/Loan Mark Summary Indiana At June 30, 2014 ONB Legacy Monroe Integra Community Tower Total Allowance for Loan Losses (ALLL) $40.4 $1.5 $3.9 $0.1 $0.2 $46.2 Loan Mark N/A $8.9 $70.5 $28.9 $26.0 $134.3 Total ALLL/Mark $40.4 $10.4

  24. Slide 24: Investment Portfolio

    Investment Portfolio Book Book Market Market Value Value Value1 Value1 Market Mar. 31, June 30, Mar. 31, June 30, Value $ $ in millions 2014 2014 2014 2014 Change Federal National Mortgage Association $417.1 $423.0 $417.1 $423.7 Federal Home Loan Mortgage Corporation 166.4 216.4 161.4 213.1 Federal

  25. Slide 25: Non-GAAP Reconciliations

    Non-GAAP Reconciliations End of period balances 2Q13 1Q14 2Q14 Total Shareholders’ Equity $1,167.0 $1,185.2 $1,277.3 Deduct: Goodwill and Intangible Assets (364.4) (376.8) (439.3) Tangible Common Shareholders’ Equity $802.6 $808.4 $838.1 Total Assets $9,641.1 $9,544.8 $10,387.9 Add: Trust Overdrafts

  26. Slide 26: Noninterest Income

    Noninterest Income $44.3 $39.9 $37.9 $5.7 $6.5 $5.9 $21.4 $22.3 $22.7 $6.7 $8.1 $7.4 $11.8 $11.1 $11.8 $(1.5) $(7.3) $(10.5) 2Q13 1Q14 2Q14 Debit Card and ATM Fees Fee-based business: Wealth Management, Insurance Brokerage, Mortgage and Investment Brokerage Other Income Service Charges on Deposits A

  27. Slide 27: Noninterest Expense

    Noninterest Expense $98.1 $3.2 $2.2 $88.3 $0.9 2Q14 operational $86.9 $3.3 $6.3 expenses include $1.2 $0.9 $0.8 $0.8 $0.8 million in $2.5 annual merit increases $85.2 $83.6 $84.7 ($0.4) ($1.9) 2Q13 1Q14 2Q14 Operational expenses is defined as Noninterest Expense less Tower Operational Costs, MI / N

  28. Slide 28: Old National's Peer Group

    Old National’s Peer Group Like-size, publicly-traded financial services companies, serving comparable demographics with comparable services as ONB 1st Source Corporation SRCE Heartland Financial USA, Inc. HTLF BancFirst Corporation BANF IBERIABANK Corporation IBKC BancorpSouth, Inc. BXS MB Financial

  29. Slide 29: Old National Bancorp

    Hl OLD NATIONAL BANCORP’ NASDAQ: ONB oldnational.com

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