Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
CapStar Financial Holdings, Inc.: Charter and bylaws of CapStar ceased to be in effect due to merger with Old National.
- Change
- bylaw amendment
Exact text from the filing
As a result of the Merger, at the Effective Time, CapStar ceased to exist and the charter and bylaws of CapStar ceased to be in effect by operation of law.
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M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
CapStar Financial Holdings, Inc. underwent a change of control involving Old National Bancorp for 1.155 shares of common stock, no par value, of Old National Common Stock (closed 2024-04-01).
- Action
- change of control
- Counterparty
- Old National Bancorp
- Consideration
- 1.155 shares of common stock, no par value, of Old National Common Stock
- Closing
- 2024-04-01
Exact text from the filing
other than certain shares held by CapStar as treasury stock or shares owned by CapStar or Old National, was converted into the right to receive, without interest, (a) 1.155 shares of common stock, no par value, of Old National (“ Old National Common Stock ”) and (b) cash in lieu of fractional shares (such collective consideration is hereinafter
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Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
CapStar Financial Holdings, Inc. entered into Supplemental Indenture No. 1 with UMB Bank, National Association valued at Old National assumed all obligations under Subordinated Notes and Indenture (effective 2024-04-01).
- Action
- entry
- Agreement
- credit facility
- Counterparty
- UMB Bank, National Association
- Value
- Old National assumed all obligations under Subordinated Notes and Indenture
- Effective
- 2024-04-01
Exact text from the filing
on April 1, 2024 (the “ Closing Date ”), CapStar, Old National and UMB Bank, National Association (“ UMB Bank ”) entered into that certain Supplemental Indenture No. 1 to the Indenture, dated as of June 29, 2020, by and between CapStar and UMB Bank (the “ Indenture ”), pursuant to which Old National assumed all of the obligations of CapStar under the Subordinated Notes (as defined in the Indenture) and the Indenture.
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