Old Second closes Bancorp Financial buy; pro forma H1 2025 diluted EPS $0.43

OLD SECOND BANCORP INC

Total purchase consideration ~$189.4M: $140.5M in OSBC stock (7.9M shares at $17.74) plus $48.9M cash.
Pro forma combined assets $7.09B; net income $22.9M for H1 2025; diluted EPS $0.43 vs OSBC standalone $0.91.
Preliminary goodwill $33.7M and core deposit intangible $6.2M recorded from purchase accounting.
Bancorp Financial stockholders got $15.93 cash and 2.5814 OSBC shares per share held.
Pro forma includes $18.4M day-two provision for credit losses on acquired non-PCD loans.

item 9.01

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