Welcome to the Old National and First Midwest Merger Conference Call. This call is being recorded and has been made accessible to the public in accordance with the SEC's Regulation FD. Corresponding presentation slides can be found on the investor relations page at oldnational.com and firstmidwest.com, and will be archived there for 12 months. Comments made during today's call regarding either company's or the combined company's future results or future financial performance may include forward-looking statements and are subject to certain risks, uncertainties, and other factors that could cause actual results to differ from those discussed. Please review the forward-looking disclaimer and safe harbor language included in the slide two of the presentation. In addition, as noted on slide three, certain slides contain non-GAAP measures, which management believes provide more appropriate comparisons. These non-GAAP measures are intended to assist investors' understanding of performance trends. The reconciliation for these numbers are contained within the appendix of the presentation. I'd now like to turn the call over to Jim Ryan, Chairman and CEO of Old National. For opening remarks, Mr. Ryan? Thank you. Good morning, and welcome, everyone. Joining me on this call are Michael Scudder, Chairman and CEO of First Midwest, Mark Sander, President and COO of First Midwest, Pat Barrett, CFO of First Midwest, Jim Sandgren, President and COO of Old National, and Brendon Falconer, CFO of Old National. We are incredibly excited to be in Chicago today. This morning, we announced a transformational partnership agreement that brings two strong like-minded institutions together. I'm speaking on behalf of our entire combined leadership team when I say we are thrilled to be combining these two highly strategic and culturally aligned organizations with the goal of being the premier bank headquartered in the Midwest. From the time our discussions began five months ago, it was just clear how similar our institutions truly are, both culturally and organizationally. As I have said many times in the past, cultural alignment is a must for any partnership we consider. It's even more critical when you're talking about a merger of equals. What I can tell you this morning with complete confidence is that we are 100% aligned. We truly share a common approach to serving clients and shareholders, along with a passion for strengthening our communities. I'm confident this alignment will enable us to successfully execute this merger and produce top-tier performance while ensuring long-term shareholder value. Mike? Thanks, Jim. Let me first and foremost start by saying I share Jim's excitement, to say the least. This is a tremendous opportunity for us, and as we've talked together, we believe we are creating the premier banking franchise here in the Midwest. Take a step back for a minute, and certainly for those of you who are following along with our materials that are available in our presentation, if you take a step back, we are combining two strategically aligned companies and culturally compatible franchises. If you think about it, both Old National and First Midwest are two franchises that are rooted in being commercially oriented, relationship based, and that's critical to both of us. Frankly, that's a huge part of our success, and that we're really going to build on collectively. Together, we will have an extensive and diversified Midwest footprint anchored in Chicago and with a strong presence in many of the most important Midwestern markets. Our enhanced scale, our prospects for growth, all will combine to allow us to compete more effectively, both with the largest banking organizations as well as our traditional competitors that we have today. And importantly, we are generating compelling financial returns for the combined company and our shareholders with a larger pool of profits to reinvest in the franchise. As we go through this, the possibilities that this gives us are just absolutely tremendous. And then, last but certainly not least, this will also have a management team that Jim will lead with extensive experience, not just to handle the combination and the process of integration, but most importantly, where we're kicking the ball to and what the combined franchise will do going forward. If you could, again, if you're following along, I'll take you to the next slide, which is slide five, and let's talk about this. This was designed to be based on Jim and I coming together, and as we talked, we really emphasized the concept of one team, one company. Let me walk you through the structure of the transaction itself. This is 100% stock merger of equals. First Midwest shareholders will receive a fixed exchange ratio of 1.1336 shares of Old National for each share they own in First Midwest, and First Midwest will effectively merge into Old National Bank. If you move along to slide six and follow along with me, leadership's going to draw from both companies. As again, this was designed to be one team, one company as we go forward. I will serve as the executive chairman. Jim will be CEO. Mark Sander will continue to be President and Chief Operating Officer, and Brendon will be the CFO. The rest of the management team will be comprised of people who are both talented, diverse, and professionals from both organizations, some of which is detailed on the slide. Our board will be evenly split, comprised of eight existing Old National directors and eight existing First Midwest directors. Becky Skillman, who currently is Old National's Lead Independent Director, will continue to serve in that capacity. Pro forma for the transaction, Old National's existing shareholders will own 56% of the combined company, and First Midwest shareholders 44%. The holding company and bank will be named Old National, but most importantly, we'll operate as a dual headquarters. The holding company and bank will be headquartered in Evansville, and the commercial and community banking operations will be headquartered here in Chicago. This transaction is subject to, obviously, I get to give the legal disclaimer as a part of my presentation. The deal is subject to customary shareholder and regulatory approvals. But certainly from our expectation, given the robust transaction and integration experience we both bring to the table here, we would be hopeful to have the deal closed here in the fourth quarter. Mark, if you want to pick it up and take us to slide seven. Thanks, Mike, and good morning, everyone. Thanks for joining us. For a long time, we've talked about First Midwest's culture and Midwestern values. In Old National, we found a partner who shares those same values. Personally, I just think this is a tremendously exciting time for our clients and our colleagues. As Mike alluded to, flipping to slide seven, as Jim and Mike both said, it bears repeating, we're combining two great companies that strategically fit together incredibly well, serving many dynamic Midwest markets. As a diversified $45 billion bank with a very strong balance sheet and capital base, we're creating something that we think is pretty unique, a regional powerhouse that really has community bank DNA. Those are our roots. We can be fast and flexible, but we have the product depth and balance sheet to compete with anyone. Slide eight reflects several of the great markets that will benefit from the things that we both already do very well: wealth, small business, middle market, commercial real estate, mortgage, and consumer banking. Our branch network will be anchored in Chicago, but we'll have a strong presence in numerous attractive markets that have a lot of great targeted opportunities for us. Both of us have strong teams that have been organically growing market share independently. We're excited to support and add talent to continue to build our position further in all of these markets. I really like slide nine. I'm going to take a minute here or two because it speaks to some of these opportunities at a high level. Each bank comes with relative strengths that the other can leverage. On the left, we point to many of the characteristics of Old National, which we found very attractive. Its granular customer base, local expertise and delivery in many key Midwestern markets, and its well-developed SBA and mortgage platforms. The right side highlights First Midwest's advantages, which include expertise in many business verticals like specialty banking, leasing, and our growing RIA businesses. The center demonstrates our complementary but also additive business mix. Before we give a couple examples of the opportunities we foresee, I want to stress that we've not built any of this revenue lift into our financial models, but we clearly think it's there, and we're clearly optimistic about the possibilities this gives our teams to grow our client relationships even further and for our colleagues to develop personally. A couple examples. Both companies are conservative in our credit hold positions relative to size, and there are numerous opportunities in our existing portfolio to upsize given our expanded capital base. I think the already strong treasury management and wealth management growth rates of our companies can be maintained, if not accelerated a little bit together. Our mortgage business will be very robust and efficient in any market conditions. Last, but perhaps most important, each company currently has some specialty niches that can expand further given our expanded geography and balance sheet, which should also drive capital markets income higher. This truly is a partnership that makes sense for all the right reasons. Back to you, Jim. Thanks, Mark. Moving to slide 10, as you can see, we have a very balanced portfolio of loans and very complementary portfolio of deposits. We're pleased with that. 72% is commercial with a good mix of consumer and residential deposits. We both have very strong deposit franchises. Low-cost core funding is the key, I think, to success for any financial institution. As you can see, we have a high degree of non-interest-bearing deposits, which should set us up well for a rising interest rate environment. The new balance sheet will have strong liquidity with an 84% loan-to-deposit ratio. And again, those betas, I think, will serve us well as we move forward. Moving to slide 12, as you can see, the strong deposit base. I'm sorry, excuse me, slide 11. You can see the strong deposit base and the strong betas there position well for rising rates. Moving to slide 12, we have well-diversified revenue streams. Approximately 25% of our income stream is from fee income businesses. You can see that it's diversified within that. As Mark alluded to, we think there's great opportunity to grow capital markets, treasury management, and mortgage. We're also incredibly excited about our strong wealth management platform, creating really a pro forma basis, the seventh-largest wealth platform amongst banks that are $100 million or bigger. Revenue synergies as Mark said are not included in this model, although we do believe that we will benefit from those. Moving to slide 13. Mike and I had a lot of conversation about what we were doing independently in investing in talent and technology. I think this is a good slide. It's easy to say technology is the driver of some of these merger vehicles. The reality is we are both making significant investments, and we talked about how can we build and put those two roadmaps together. I think you can see here a great example of how we're going to do that, really selecting the best-in-class providers, exploring new opportunities to drive more technology, to enable more business, to make it faster and quicker for our clients. Quite frankly, the investments that we've both made recently really help drive some of the synergies, really starting to leverage the scale that both companies have built here recently. Some examples that we intend to invest on really initially are digital banking with account opening, CRM, payments, wealth management planning, dashboard, more treasury management, and more customer and data analytics. We're excited about what that looks like. Moving to slide 14. Both teams are incredibly experienced at this, and we had more than 100 individuals across both organizations, literally thousands of hours. We have a lot of confidence. We both independently had our teams work on this, and it was a two-sided due diligence. We did due diligence on both sides. And the great news is we came to the same conclusion independently for each other. We feel like we've got a strong confidence in all of the modeling assumptions we put here. I would also add, from my perspective, we looked at the last few years' worth of new loans that First Midwest made. We would make every single one of those loans. Again, that gives us great confidence in our diligence that we have, from a credit philosophy standpoint, very aligned institutions. Moving to slide 15, some of the key financial assumptions. I won't go into those in great detail, but we've got Pat and Brendon here when you have your follow-up questions. You can see that we expect cost synergies of 11%, again, leveraging those recent investments that we both made. One-time pre-tax charge is expected to be $181 million. Again, both with the cost savings and with the one-time charge. It's a very granular approach, very low-level approach. We understand every one of these line items that contribute to that. And then the gross credit mark of 1.7% of FMBI's loan portfolio is really right on top of their ACL balance. Again, it gives us great confidence that we've got a good approach there. Moving to slide 16. Really here's the outcome, right? We're talking about 22% earnings accretion and strong earnings accretion to FMBI shareholders. Earn back very respectable 3.2 years. Top quartile profitability at 15%. Strong and robust capital at 10.5% of common. Net present value of synergy is almost $1 billion, right? That's a great opportunity for us to continue to drive value out of something like this. Moving to slide 17. Mike and I spent a lot of time talking about both our franchises and how we support our communities. And I'm just going to compliment Mike. It's pretty amazing what they've been able to accomplish and how they've been able to do that. We're respectful of all of their hard work and effort. You know us, as our shareholders, that we spend a lot of energy on this area. I think this will help us move through the regulatory approval process smoothly as well. Jim, let me add to that, because this is an important slide and a key source of dialogue for Jim and I as we've talked about this. Again, for those of you who know First Midwest, our mission has always been do the right thing for our clients. You do the right thing for our clients. You do what's in their best interest, what makes them successful. And by definition, you're going to drive the success of our colleagues. You're going to drive the success of our communities and our stakeholders. This is really an example of that shared commitment over the years. That certainly will continue as a part of our two companies coming together. We're very proud of that. Thanks, Mike. Maybe as we wrap this call up and take your questions, maybe just a few closing comments from Mike and myself. We believe that, Mike and I believe we're creating a unique platform that's serving some incredibly dynamic Midwest markets that really benefit all stakeholders. Our clients will have access to expanded and enhanced products and services. We will continue to enhance the legacy of our strong commitment to our communities. Our team members will have expanded opportunities for growth in the larger organization. Ultimately, our shareholders will benefit from a more efficient and more powerful organization. Yeah. Let me, if I could just wrap it up and thank Jim and just echo that here as we close this out. I want to thank everyone in both organizations. This has been, not surprisingly, a lot of effort and a lot of work and a dialogue and coming back to it. And we have not gone through a singular discussion or dialogue that hasn't ended with, "Gosh, this is really a great opportunity and something that we can all bring together." It is an exciting moment for our respective companies, all of our stakeholders, our teams, our clients, our communities, and our stockholders, and we are just thrilled to be here talking about it. With that, we'll open it up for your questions. We can talk about it tomorrow. Thank you. As a reminder, if you would like to ask a question, please press star, then the number one on your telephone keypad. If you would like to withdraw your question, press the pound key. Your first question comes from the line of Ben Gerlinger with Hovde Group. Your line's open. You may ask your question. Good morning, everyone. Morning, Ben. Congratulations on getting this deal across the finish line. It's pretty piece exchanging, in my opinion. Again, looking back when I used to cut my teeth for years and Brendon in wealth management, every press release that Old National seemed to put up in terms of acquisition, always used the word partnership. And now, like, n ow looking back, obviously, those asset size difference were very one-sided. Today's deal really shows the true magnitude of the word partnership. I was wondering if you could kind of just from a high level, walk us through how this deal came about in terms of putting the pieces together. I know in your prepared remarks you said culture is a big thing, and I completely get that and agree. You said five months. I was wondering if we could just start there, how did this deal come together and I have a follow-up as well. Sure. Well, I'll start and have Mike finish for me. I will tell you, we've long admired key members of First Midwest. I've known many of them for 15+ years. Obviously, we're in the same peer groups. We see each other pretty regularly at conferences and things like that. Mike and I really started a conversation back in January, and the conversation started with, "Hey, you know, we're working on these plans independently from each other. Maybe there's an opportunity to combine, and what would that look like? How can all of our stakeholders benefit from that?" And we started thinking about what day two looks like. Not day one, not this day, but day two. How do we benefit all stakeholders? As we started talking through how that might look and how that might work. And honestly, by the end of that conversation, we were together half a day, went and had dinner together, and we were finishing each other's sentences. I started thinking about man, we are more alike than we're not. Just a really enjoyable conversation. Really started a dialogue, a pretty intense dialogue like I said, since for the last five months. I think that's what got us truly interesting. Every time I talked to Mike, I felt better about what we were talking about. Every time our boards got together and talked about this and saw what this might be for all of our stakeholders, we felt like this was a fantastic and maybe once in a lifetime opportunity for us to really combine forces and really make significant investments in both talent and technology to really drive better outcomes for all of our stakeholders. I got really comfortable in those really one-on-one conversations with Mike, then eventually we brought in the broader teams, and that really allowed us to shine. I had some of our executives say, "It's like a mirror image of us." If you took off and you didn't know what company they worked for, you'd say that we worked for each other, right? We were in the same company. It just was across the board, not only with Mike, but throughout this entire leadership team. It just felt really natural and really important that we quickly realized there was nobody else that this probably makes sense for us today to do. And so, this is how the conversation got started. Mike, what else would you add to that? Yeah, there's not much more to add. It's well said. As we talked, and the curse of being around for a long time is you've been around for a long time. We've known certainly, and respected and held in high regard Old National through the years. The actual roots of our companies are more similar than some might surmise just over the course of the tenure of the two companies, just for how we grew up and do business. We've interacted with Old National, most importantly from a business perspective. We've talked about different opportunities through the years of kind of joining forces to look at different opportunities and consider those together. Just for the respect between the two organizations. I've known Jim for a long time. I've known Bob for a long time. Just the more and more we talked about it, as Jim and I talked, you've heard us talk about it a number of times, culture. What's that saying? Culture will outstrip strategy any time. When you come through and look at it from a cultural standpoint, I saw somewhere where someone was talking about the two cultures of the company might be different. That can't any be further from the truth. They're extremely close. No two cultures are exactly the same. 'but these are two companies very much focused on doing the right thing all the time. And that is a tremendous advantage as we come into a combination like this and a tremendous opportunity for us. Even as you go back, those conversations really grew out of a strategic set of dialogues that we have annually in both our companies as to what's the outlook for the industry, what's the best way to create shareholder value, what are we trying to do? And i t was just an opportune time to be able to have those conversations and it worked out great. Ben, do you have a follow-up question? Yeah. I get that obviously the branch footprint really lends itself to filling each other's voids. The lending portfolios have a very similar makeup and structure and yield and everything to that extent. Even your deposits are pretty mirror-like images of one another. I get that a low deposit base is really important, especially when rates are rising. It lends itself to a positive future when rates do eventually rise. In terms of today's banking, it seems like the riches are in the niches in terms of specialized lending and some of that expense. Outside of being simply a larger bank, is there any sort of lending that you feel that this pro forma company should be known for hanging its hat on in terms of lending or even any size fee income structure? Yeah, great question. Great observation. I'll start off, and then I'll ask maybe Mark or Jim to jump in. For us coming out of the ONB way, we started building some niche verticals that we haven't had before healthcare lending and government lending. And that's one of the real attractive parts as we started thinking about a potential partner at First Midwest, is really to accelerate some of those niche verticals and really bring them across our entire footprint and really ramp up our expertise. That was certainly one of those synergies that we think exists. Obviously, none of that's been modeled in any of this outcome, but we were excited to learn about that. Certainly, they have a longer history of those opportunities. Mark, do you want to? Sure. I think both companies are on a similar path, different timing of them, but similar path relative to building specialty verticals, because we agree with you. We think there's value in there. More importantly, our clients see value in the industry verticals. We've got some in healthcare and franchise and leasing, a few other industry dominant areas. Old National has a really nice attractive markets in SBA. The mortgage business obviously is very good. We like the municipal PABs business you have. A number of niches, and you've been building your healthcare business right along. Frankly, our teams have been talking over the years as you build your business. I think there's just a lot of good synergy there. Jim, anything you'd add? Well, I think just an example of we're going to take the best of both worlds, right? I think there's some things that we do a little bit better and clearly the team at First Midwest, I think both of our respective, certainly commercial teams, I think will be really excited about bringing the best together, bigger balance sheet, more products, more services, more tools to help our clients, definitely a win-win. Thanks, guys. Yeah, thanks. Your next question comes from Scott Siefers with Piper Sandler. Your line's open. You may ask a question. Good morning, Scott. Hey, congratulations, thanks for taking the question. I guess the first one for you, Jim, just on the pro forma footprint. Just in looking at your guys' target markets over time, I don't think Chicago necessarily has been near the top of your list. Just curious what got you over the hump or what changed your mind on being interested in Chicago as part of the Old National footprint? Yeah, great question. Clearly, Bob was pretty vocal about where he stood in Chicago. I think he would take those comments back when he made them. First of all, stating the obvious, I'm not Bob Jones, right? I love him dearly, and I talked to him this morning, and he was very congratulatory, and he thinks the world of this opportunity for us. Bob's arguments were a little bit more nuanced, too. It was just we couldn't go into Chicago in a small kind of way. Historically, we've done deals that were about 10%, partnerships about 10% of our total funding. This is a completely different animal. This is a true partnership. This is a merger of equals. And obviously, we come in with First Midwest's long history in the market. The opportunity to build upon that together I think was very attractive, right? Our board did spend a lot of time thinking about, is Chicago the right fit for the combined company? We got very comfortable very quickly. If you look at the number of small businesses that call Chicago home, if you look at the GDP, if you look at the wealth that's in this marketplace, the household wealth is incredible, right? If you think about how it complements what we've done in Minneapolis, and really the suburban markets that make up a lot of what First Midwest are saying are very similar to what our suburban markets look like in Minneapolis. And so, I think that gave us a lot of confidence. If you look at the picture, a picture is worth 1,000 words. It's a pretty picture. It looks like it should all fit together. And so, you know, somebody had recently asked us, "How do you guys claim to be a Midwest powerhouse with no Chicago presence?" I thought that was a pretty interesting question, right? And so, that's how ultimately we got comfortable that it made sense for us to be partnering with the team here. Okay. All right. Perfect. I appreciate that color. And then, separate just on the credit profile. I guess one of the questions that I've gotten this morning is people do view the credit profiles a bit differently. Legacy Old National, just extraordinarily tightly controlled credit box, so to speak. Then First Midwest, maybe a slightly larger average customer base with perhaps a little more volatility and kinda higher base of charge-off. How would you guys plan to sort off bridge the gap between the two? What does the growth profile look like as you do make any necessary changes? Well, let me just start, and then I'll ask the First Midwest team to jump in here. But I will tell you, again, if I was accurate in my recall that in the last few years, we looked at new originations, and we would make every single one of those loans. Daryl Moore spent a lot of time with their Chief Credit Officer, Kevin, and felt very comfortable that our credit philosophies are compatible with each other. Kevin's been here for a few years. He came from a larger institution. We feel really good about what the combined profile looks like. And maybe overall, together we're better, right? Maybe we smooth out some of the high end, and quite frankly, I think we can afford to take some more risk on our side. I think together we are better and ultimately drive better returns for our shareholders. Mark, would you add anything to that? Sure. You said it well, Jim. I think the two teams really did a lot of head nodding whenever they got together. I think the credit cultures are way more similar than they are dissimilar. I think the differences are really nuanced around the edges. Right. Perfect. Thank you. Just maybe final just sort of ticky-tack question. First Midwest does have some operations outside Chicago, particularly thinking some of the Western Illinois components that are sort of far-flung vis-a-vis the core of the franchise. Any plans for what you would do with those? I mean, are any divestitures planned or are we going to keep those markets? No, we think it's all very complementary. There's a little bit of overlap between our two franchises actually in Danville, Illinois, and then most recently with their acquisition in Milwaukee. We think they're very complementary and we need as many people out interfacing with clients as possible. We don't think there's any need to do anything different than we're doing today. Okay. All right. Perfect. Thank you guys very much. Thanks, Scott. Your next question comes from Terry McEvoy with Stephens. Your line is open. You may ask your question. Morning, Terry. Hi. Good morning. First off, congratulations on today's news. Maybe a question for Jim. How do you plan on leveraging the corporate banking platform into legacy ONB markets? I think part of The ONB Way was moving in that direction in terms of building out a more corporate bank. Does this accelerate that transition, and where do you see the opportunities? Yeah, great observation, Terry. Absolutely. I think it's fantastic that Jim's going to be leading the corporate banking function. It was just so important. Obviously Jim grew up in Chicago, and so he's got deep roots here. With him and Mark helping us lead through this transition, I think this does accelerate that re-risking that we've been talking about that needs to drive higher risk-weighted assets on our side and continue the great growth we've seen. Obviously, they've got a little more commercial exposure than we've historically had, and maybe we'll leverage that into some higher growth opportunities. We're excited about what this brings, and I'm really confident that Jim and Mark are going to do a fantastic job of getting that across our entire legacy footprint, but also building something unique and special here in Chicago. Thanks for that, Jim. As a follow-up, just footnote one on page 22 caught my eye in terms of the consensus versus your internal projections. I'm trying to get a feel for maybe where the differences lie. Is it PPNR or is it the loan loss provision? I guess the direct question is, do you feel more comfortable with the top of slide two or the footnote of page 22 and the management's estimates of net income? I'll let Mike answer the management estimate. Yeah, I'm happy to answer it because it's largely driven more from a First Midwest direction than the light. Part of the aspect of it, as we go through and think about the environment we're operating in the current rate environment, from my perspective, it's just not uncommon to see variances between what The Street thinks at a particular point in time versus what management might have a view, and we've got a more optimistic view as we think about that rate outlook. Similarly, that same rate outlook and a more optimistic view also benefits Old National. The underlying premise behind all of that is that this is a heck of an opportunity and a compelling financial transaction irrespective. I think that's the larger element of this. While there might be some of those differences, I think you've just got the consensus view, and then you've got a perspective that's slightly more optimistic. I think the short answer to all of it is this is just a tremendous opportunity for both irrespective. Pat, anything to add, Brendon or anybody? Okay. Yeah, Terry, maybe just briefly, the other big piece of this is the difference in timing around the reserve release is also driving a big change in this. Back to your question, we are very comfortable with consensus, and there may be some upside to that, but we're comfortable with the numbers above the base. Great. Thanks, everyone. Thanks, Terry. Your next question comes from Chris McGratty with KBW. Your line is open. You may ask your question. Good morning, Chris. Hey, good morning, everyone. Jim, maybe a question on growth. You mentioned in your comments about the combined growth rate of this company. Obviously, we're in a period where loan demand is pretty low at the industry level. Once the economy rebounds, I'm interested in how you're thinking about just the growth rate. I think one of the risks of larger deals is that the first six to nine months is more defense than offense just to protect clients. Any thoughts there would be great. Great question. Mike and I spend a lot of time talking about that. I know Jim and Mark have as well. One of the things that we're talking to our team members about, let's go out and have the best year ever, right? Let's go out and keep focusing on our clients, take care of our communities, and have the best year ever. I think that's the line that we're going to be talking to our team members about, you know. Clearly, there's going to be a lot of distraction from all of the integration activities that are going to be happening. But we're going to stay focused on the clients and really leverage that bigger balance sheet, leverage those synergies we're creating out of the combined company, and really try to find a way to drive higher growth for both companies. To me, that's the real opportunity. That's the exciting part. That's what the four of us as leaders wake up every day thinking about. How are we going to drive this thing to even better results on a combined basis? That's what currently we didn't factor any of our models, and we're going to bake in the things we can count like the cost synergies. Those revenue and growth opportunities both look better, I think, on a combined basis. And Chris just to add to that, both companies have a good outlook for the rest of the year that we need to maintain. We've got good momentum, and so it's a matter of you want to be realistic, right? There is disruption as competitors, you know, chopmping at the bit. We think we can defend and continue to grow. That's the important part through all this, and that's just not being overly optimistic. We're just on nice paths right now, and I think this just provides a lot of opportunities to do more of what we already do. Yeah, we're quite optimistic about the growth. Yeah, I think, Chris, this is Mike. I'll add to both Jim and Mark's comment. To me, I like to win. I think fundamentally, as you go through and think about what everyone's driving before, you obviously have to recognize the realities and the vagaries that go in that. I think people should be more worried about us than us worry about people. I think from my perspective, it's get after it. You have a follow-up question, Chris? Yeah, I do. If I could, both companies have been really disciplined about the cost. They're delivering excellence at First Midwest and The ONB Way. As you think about the pro forma company, as you get the full cost saves through, it would seem like an efficiency ratio marching to the mid-50s would seem reasonable in this rate environment. I'm wondering if that's about how you're thinking about the efficiency ratio and the ROE guide. Yeah, you know, I would just say you can do the math, I think, in the resulting companies. I think you may even see the lower 50s and that kind of number. That's certainly part of the driver of the opportunity here is to really get our efficiency ratio in great shape, while at the same time allowing for investments, because our cost number that we've indicated to you includes additional investments to help fund the roadmaps that both companies had. It's not like we're going to neglect investing in new talent, new technology. It's really how do we help complete that and leverage the investments that both companies have already made, and I think we get to a resulting efficiency ratio, which is attractive by most measures. Thanks for that, Jim. I'm going to sneak one more in if I could on capital. Both of you have been, I think, pretty disciplined about returning capital to shareholders. I would imagine the buybacks for both are on hold until the deal closes. Post-close, the ROE at mid-teens would seemingly allow for that to pick up next year. I'm just interested in initial comments there. Yeah, that's a great question. Certainly, from our perspective, our buyback, any buyback is going to be on hold until we get to the companies. I don't think the capital priorities really change, really. It's first about how do we support the organic growth of the combined companies? I think we're going to have plenty of organic growth opportunities. We want to make sure we have capital for that. Obviously, we want to have a competitive dividend. We want to make sure that we're taking care of our shareholders there. Then, I think that the third and its highest priority, highest and best use, right? Is it buybacks or is it inorganic growth opportunities that might present themselves? I think those capital priorities will remain in the combined company. We got a lot of time till we get to closing, and we'll figure out what the highest and best use is. First and foremost, it's to support organic growth. Great. Thanks for the questions. Congratulations. Thanks, Chris. Your next question comes from David Long with Raymond James. Your line's open. You may ask your question. Morning, David. Good morning, everyone. Congratulations on the announcement. Thank you. Looking forward to watching you guys get together and then how things transpire. You know, here in the Chicago market, you hear a lot about how competitive it is, and that's for commercial business, but also for bankers. With this announcement, just there's going to seemingly be maybe a little bit of distraction. How are you going to maintain your business and your bankers? I'm particularly referring to maybe the Chicago market here. Yeah. I'll take the first stab at that, David. It's Mark. I would say it's no different than always. Good bankers can find five or six jobs if they want to. We have to give them a reason to want to work here. The reason they want to work here is because they like the culture, the environment, and they think they can win and be successful. I mean, it's as simple as that. The dynamics around that change a little bit with this transaction, but the fundamentals of it really don't change. It is the fact that we have cultures that are well-aligned, and from a commercial banker's perspective, I don't know how they can't possibly think this is a really good thing. We've got more capital, more capabilities, more products, and a desire to grow. So, you know, I think it's still a lot of what we've been doing all along in a competitive market. I think Mark said it well. If they believe the value proposition before today, I think they're only doubling down on that value proposition. It only gets better when we're together. Yeah. I keep coming back to it. Everybody keeps talking about looking backwards as you go through these, and those are the natural realities coming back through it. As I said before, we're not doing this to slow down or go backwards. And so, those roads, those are a two-way street. Ultimately, the opportunity to attract and build and add more talent to what we're trying to do, not just here in Chicago, but across our footprint. We're talking about expansion opportunities. And we are and will continue to be a great place to do business and a great place to work. That, to me, that's the exciting part. David, any follow-ups? Also, some other- Yeah. One other thing. It also gives us- Yeah. Dave, I'm sorry. It also gives us the opportunity to talk with you more frequently. Yeah. I had mentioned to Lynell, where was my call last night? I could have joined you guys. You probably just assumed it, right? Yeah. Yeah, so. No, just, you know, I know just as a follow-up I had, it was related to branding, and maybe this is more switching from the commercial to the retail side of things. Does the change in name, does that hurt your branding in the Chicago marketplace, or were there any discussions about the branding leading up to the announcement? Mark can talk about this. Certainly can add to my comments, and Jim can jump in here as well. You have two strong names, franchises, brands across a broader marketplace. We're very much focused on one team, one culture. We took a very thoughtful approach as to how to best leverage both brands and the names. As I come through, and we've also had some good discussion on what does brand mean. There's an element of it that's a name, and then there's an element of it that's who you are, what you do, how you act in the business. And that brand is not going to change. The ultimate, the name may change as it's changing with a number of players across the markets over time. Who we are and what we do is not going to change. I think that's well said. There was a good amount of discussion about it. We thought this was the best name for the combined company. Mike said it well, brand is so much more than a name. We just have to help our colleagues and our clients with that transition. I think once they get to know what this combined company is, it's going to look and feel a lot like the company they've known all along in terms of how we deliver and the people that deliver it. Again, one thing, we did that based on what we as leaders of the company thought, and then we also leveraged outside resources here in Chicago to help us figure that out as well. There was a lot of thought put into it. It's a great question. Yeah. Yeah. I appreciate the response and thanks for taking my question. Again, congratulations. Jim, maybe I'll see you a little bit more often now. Yeah, absolutely. Look forward to seeing you. Hope the family is well. All right. Once again, if you would like to ask a question, please press star then the number one on your telephone keypad. We do have a follow-up question from Ben Gerlinger with Hovde Group. Your line is open. Hey, guys, just a timing question. I see that in press release it says late 2021 or early 2022. Most deals for the past three or four years have kind of been in that 140, 170 day time range. Now we kind of more so put this deal at on Halloween. Obviously with bigger deals, there comes a little more scrutiny into that extent. I was kind of curious on your expected time range is more just like a hedge or is it something that could take a little bit longer? Just a little color on that mix. Well, obviously a lot of that's outside of our control, and we certainly hope to close before year-end. We're going to go through the regulatory process. We had a chance to preview this with both sets of regulators, and they're really good about where we're heading. We're going to file our applications on a timely basis. We hope to close before year-end and work on the conversion in the first quarter and finish wrap that up. We'll just have to see how things go. Hopefully it's by year-end. Okay, great. Thanks. Once again, if you would like to ask a question, please press star then the number one on your telephone keypad. All right, no further questions at this time. I'll hand the call back to the company. Great. This is Jim. I just want to thank you all for your interest. We had a high level of interest and participation in today's call. Our entire boards, our leadership teams are incredibly excited to have this announcement today. I think we're creating something unique and special that will create value for all of its stakeholders. We appreciate all of your interest. Know that if you have follow-up questions, that both sets of teams are here to answer any of those questions, and we look forward to talking with you very soon. Thank you very much, O perator. All right. This concludes the call. Once again, a replay along with the presentation slides will be available for 12 months on the investor relations page of Old National's website, oldnational.com and First Midwest website at firstmidwest.com. A replay of the call will also be available by dialing 1-855-859-2056, conference ID code 1721307. This replay will be available through 15 June 15th. If anyone has additional questions, please contact Lynell Walton at 812-464-1366. Thank you for your participation in today's conference call.