Old National Bancorp (ONB) in Evansville, Ind., has agreed to buy Tower Financial (TOFC) in Fort Wayne.

The $9.6 billion-asset Old National plans to pay $107.7 million for Tower, the companies announced Tuesday.

Under the deal, Tower stockholders would receive 1.2 shares of Old National and $6.75 in cash for each of their shares, or approximately $23.27 apiece, based on Old National's closing price of $13.77 on Monday. That is a 49% premium to Tower's Monday closing price of $15.66.

The acquisition would make Old National the third-largest bank by deposit share in Indiana, the news release said. Tower has $681 million in assets, $562 million in deposits and $523 million in trust assets under management. Tower has seven branches, six in Fort Wayne and one in Warsaw, Ind. Old National has 176 branches.

"We are absolutely thrilled about this partnership, which dramatically expands Old National's presence in the attractive Fort Wayne market, and which will continue and strengthen Tower's community banking commitment, while helping to solidify our standing as Indiana's bank," Old National Bancorp President and Chief Executive Bob Jones said in the release.

The deal is expected to close in the first quarter of 2014, pending regulatory and shareholder approvals. Sandler O'Neill advised Old National and Keefe, Bruyette & Woods advised Tower, on the agreement.

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