Mergers & Acquisitions

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Deal Overview

Buyer:
German American Bancorp, Inc.
Actual Acquirer:
German American Bancorp, Inc.
Target:
River Valley Bancorp
Deal Type:
Bank & Thrift Company
Agreement Date:
10/26/2015
Announcement Date:
10/26/2015
Announced Deal Value ($ M):
87.23
Status:
Completed
Completion Date:
3/1/2016
Announced Deal Value Per Share ($ )
34.48

Consideration Breakout
Cash ($M) 24.9
Common Stock ($M) 61.8
Common Stock Issued 1,942,000

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 155.8 153.7
Price / Tangible Book (%) 157.1 155.0
Price / Earnings (x) 15.3 15.7
Price / Deposits (%) 21.77 21.47
Price / Assets (%) 16.98 16.81
Tangible Book Premium/ Deposits (%) NA NA
Deal Terms
Description of Consideration

German American Bancorp Inc. paid $9.90 in cash and exchanged 0.770 shares of its common stock for each outstanding share of River Valley Bancorp, cash component is subject to certain adjustments. German American Bancorp Inc. also assumed $1.3 million Trust Preferred Securities of River Valley Bancorp. at closing.

Accounting Method Acquisition
In-State Transaction? Yes
Merger of Equals? No
Geographic Expansion? Market Expansion
Goodwill Generated ($ 000) 33,522
Estimated Cost Savings (%) 27.00
Estimated Cost Savings ($ 000) 3,839
Est. Restructuring Charges ($ 000) 5,554
Maximum Termination Fee ($ 000) 3,236
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) 0.770000
Exchange Ratio (Common For Preferred) NA
Exchange Ratio (Preferred For Common) NA
Exchange Ratio (Preferred For Preferred) NA
Lockup Agreement No
Strike Price ($ ) NA
% of Shares Outstanding NA
Shares Under Option NA
Core Deposit Intangibles ($ 000) 2,613
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes Raymond James & Assoc. Inc.
Seller Yes Keefe Bruyette & Woods Inc.
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Bingham Greenebaum Doll LLP
Seller Yes Barnes & Thornburg LLP