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Mergers & Acquisitions

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Deal Overview

Buyer:
First Merchants Corp.
Actual Acquirer:
First Merchants Corp.
Target:
CNBC Bancorp
Deal Type:
Bank & Thrift Company
Agreement Date:
8/28/2002
Announcement Date:
8/28/2002
Announced Deal Value ($ M):
58.00
Status:
Completed
Completion Date:
3/1/2003
Announced Deal Value Per Share ($ )
27.47

Consideration Breakout
Cash ($M) 24.6
Common Stock ($M) 30.4
Common Stock Issued 1,225,242

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 229.1 213.0
Price / Tangible Book (%) 229.3 213.2
Price / Earnings (x) 17.1 16.6
Price / Deposits (%) 23.42 21.30
Price / Assets (%) 18.28 16.98
Tangible Book Premium/ Deposits (%) 18.82 16.36
Deal Terms
Description of Consideration

First Merchants exchanged $29.57 in cash or 1.01 shares of common stock for each share of CNBC. The aggregate amount of the cash consideration was capped at $24.6 million.

Accounting Method Purchase
In-State Transaction? No
Merger of Equals? No
Geographic Expansion? Market Expansion
Goodwill Generated ($ 000) 30,291
Estimated Cost Savings (%) 7.00
Estimated Cost Savings ($ 000) NA
Est. Restructuring Charges ($ 000) 1,500
Maximum Termination Fee ($ 000) 1,200
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) 1.010000
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) 8,171
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer No NA
Seller Yes Stifel Nicolaus & Co.
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Bingham Greenebaum Doll LLP
Seller Yes Squire Patton Boggs

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