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Investor Relations
July 6, 2004
For Immediate Release
| For: Bank of Evansville, N.A. |
Contact: Thomas L. Austerman
Stephen C. Byelick, Jr.
(812) 962-2265
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BANK OF EVANSVILLE ANNOUNCES AGREEMENT FOR
GERMAN AMERICAN BANCORP TO PURCHASE MINORITY SHARE POSITION
Evansville, Indiana, July 6, 2004 - Bank of Evansville, N.A. (OTCBB: BEVN)
Officials of Bank of Evansville, N.A. announced today that German American Bancorp, a multi-bank holding company based in Jasper, Indiana, (NASDAQ NMS: GABC), has signed agreements to purchase up to 9.9 percent of Bank of Evansville's common stock. Under one of the agreements, German American purchased 73,285 shares from existing shareholders on June 30, 2004, at $13.25 per share. Under the other agreement, German American has agreed (subject to regulatory approval) to purchase directly from the Bank (or its proposed new holding company) 83,375 newly issued shares for $12.625 per share, of which the Bank will receive $12.25 per share net of brokerage commissions. The combined purchase will represent a 9.9 percent stake in Bank of Evansville when completed, and will be in keeping with a shareholder limitation originally established by Bank of Evansville's founders.
The investment will increase Bank of Evansville's capital approximately One Million Dollars and will support more than Twelve Million Dollars of asset growth, assuming an 8 percent capital ratio. The transaction will boost the Bank's legal lending limit by 7 percent, allowing the Bank to make larger loans. As a shareholder benefit, the Net Book Value of each outstanding Bank of Evansville share will, based on the Bank's balance sheet at March 31, 2004, be enhanced some 18 cents per share from $8.93 to $9.11.
Thomas L. Austerman, President and Chief Executive Officer, said, "We are very pleased and honored that German American Bancorp has chosen to be a shareholder in our Bank. I think the interest and the confidence expressed by their investment sends a strong message of value to our existing and potential shareholders." Austerman added, "German American's recognition of the strength of the Evansville market and their desire to participate with us in this market is a strong testimonial to Bank of Evansville's successes - past, present, and future."
As a part of the agreement, German American will fill a recently vacated position on Bank of Evansville's Board of Directors. German American has indicated they intend to designate its President and Chief Executive Officer, Mark Schroeder, to that seat. Bank of Evansville's Chairman of the Board, Albert Umbach, Jr., said, "Mark Schroeder is a highly-regarded Southwestern Indiana banker. Mark brings a wealth of banking talent and market knowledge to our organization. All of our directors have been very involved and committed to quality growth, and we look forward to his contributions to our Bank."
Mark A. Schroeder, President and CEO of German American, stated, "We are pleased to have the opportunity to invest in Bank of Evansville. The Bank's business model which emphasizes customer-responsive decision making by knowledgeable local, community-focused bankers, mirrors that of our Company. We look forward to working with Bank of Evansville's exceptional team of community bankers and business leaders to serve the needs of their customers in the Evansville market and, by doing so, to enhance shareholder value for Bank of Evansville and our Company."
Permission from the Federal Reserve Board is required any time a bank holding company seeks to purchase more than 5 percent of another financial institution's stock. German American will immediately seek that approval from the Federal Reserve to consummate the additional stock purchase. It is anticipated the approval process will take 45 to 60 days.
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This news release contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Act of 1995. Such statements are based on management's current expectations and are subject to a number of risk factors and uncertainties, which could cause actual results to differ materially from those described in the forward-looking statements. A partial list of these risk factors and uncertainties is contained in the Bank's Registration Statement on Form SB2 and the Bank's Annual Report on Form 10K-SB for the year ended December 31, 2003, which are on file with the Office of the Comptroller of the Currency.
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