EXHIBIT 99.1
News Release
BW Account Number: 1079001
Date: March 10, 2005 9:00 A.M., EST
Contact: James L. Saner, Sr., President & CEO
Mainsource Financial Group (812) 663-0157
MainSource Financial Group and Madison Bank and Trust
Announce Definitive Agreement
MainSource Financial Group, Inc., Greensburg, Indiana (NASDAQ: MSFG) - James L.
Saner, Sr., President and Chief Executive Officer of MainSource Financial Group,
Inc. today announced that MainSource Financial Group has executed a definitive
agreement with National City Corporation to purchase 100% of its wholly owned
subsidiary, Madison Bank and Trust Company, which is headquartered in Jefferson
County, Indiana.
Madison Bank and Trust Company operates a total of five offices. Four of these
offices are located in Jefferson County, Indiana with three being in Madison and
one in Hanover. The remaining office is located in Rising Sun, Indiana in Ohio
County.
The agreement provides that MainSource Financial Group will pay National City
Corporation cash for 100% of the shares of Madison Bank and Trust Company. The
agreement calls for Madison Bank and Trust Company to be merged into MainSource
Bank, which is a wholly owned subsidiary of MainSource Financial Group. The
transaction, which is expected to close in the third quarter of 2005, is subject
to various regulatory approvals. MainSource Financial Group anticipates the deal
to be accretive to earnings within the first full year of consolidation.
MainSource Bank currently maintains a presence in Jefferson County through two
offices in Madison and one in Hanover, Indiana. The transaction will allow for
MainSource to consolidate offices and improve efficiencies. MainSource Bank will
continue to operate the current office in Rising Sun, Indiana.
Mr. Saner stated, "We are excited about the opportunity to integrate the Madison
Bank and Trust offices into MainSource Bank. We currently have a strong presence
in southeastern Indiana and this acquisition will strengthen our position and
our commitment to Jefferson County. It will provide Madison Bank and Trust
customers, as well as our existing customers, the opportunity to conduct their
banking at more convenient locations in Jefferson, Ohio and surrounding
counties. He added, "We are committed to local decision-making and we stand firm
on our commitment to our community banking philosophy. Our current structure
emphasizes regionalized management by local employees, which serves as a
cornerstone for MainSource."
"The Madison Bank & Trust branches came to National City through the acquisition
of Merchants National Corporation in 1991. Since then, they have maintained the
Madison identity, operating under a separate charter," said James Hughes,
National City executive vice president, retail branch network. "As we explored
ways to more fully integrate the Madison brand and its employees, the best
option was to sell the branch network to MainSource. We believe everyone
involved - shareholders, customers and employees - will benefit from this
transaction."
Following the consolidation of the Jefferson County offices, MainSource Bank
will hold 41% of the deposit market in that county. In addition, it will enter
Ohio County with a 15% market share and is confident that this entry provides an
excellent opportunity for future growth.
Upon conversion, Madison Bank & Trust employees will become employees of
MainSource Bank. The agreement provides that all consumer and small business
deposit accounts and loans, including checking, savings, home equity, CDs and
installment loans, will be transferred to MainSource Bank. The credit card
business will remain with National City. Consumers will be notified in the
coming months with the details of how their accounts will be impacted.
MainSource Financial Group, Inc., headquartered in Greensburg, Indiana, is
listed on the NASDAQ Stock Market (trading symbol: MSFG) and is a
community-focused, financial services holding company with assets of
approximately $1.6 billion. Through its three banking subsidiaries, MainSource
Bank, Greensburg, Indiana; Peoples Trust Company, Linton, Indiana; and
MainSource Bank of Illinois, Kankakee, Illinois, it operates 54 offices in 22
Indiana counties and six offices in three Illinois counties. Through its
insurance subsidiary, MainSource Insurance, it operates nine offices in Indiana
as well as one in Owensboro, Kentucky.
Forward-Looking Statements
Except for historical information contained herein, the discussion in this press
release may include certain forward-looking statements based upon management
expectations. Factors which could cause future results to differ from these
expectations include the following: general economic conditions; legislative and
regulatory initiatives; monetary and fiscal policies of the federal government;
deposit flows; the costs of funds; general market rates of interest; interest
rates on competing investments; demand for loan products; demand for financial
services; changes in accounting policies or guidelines; and changes in the
quality or composition of the Company's loan and investment portfolios; the
timing of the closing of the transaction; the timing and success of integration
efforts once the transaction is complete; MainSource's expectations or ability
to realize success with the acquisition of Madison Bank and Trust, the impact of
this transaction, if successful, on MainSource's business.
The forward-looking statements included in the press release relating to certain
matters involve risks and uncertainties, including anticipated financial
performance, business prospects, and other similar matters, which reflect
management's best judgment based on factors currently known. Actual results and
experience could differ materially from the anticipated results or other
expectations expressed in the Company's forward-looking statements as a result
of a number of factors, including but not limited to, those discussed in the
press release.
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MainSource Financial Group, 201 N. Broadway, P.O. Box 87, Greensburg, IN 47240