Nicolet Bankshares to Acquire MidWestOne Financial Group in $864M All-Stock Deal 

Nicolet Bankshares, Inc. has agreed to acquire MidWestOne Financial Group, Inc. and its wholly owned subsidiary, MidWestOne Bank, in an all-stock transaction valued at approximately $864 million. The combination will create a leading regional banking franchise with a strong footprint across the Upper Midwest, as well as an expanded presence in Denver, Colorado, and Naples, Florida. 

Based on financial results as of September 30, 2025, the combined company will have pro forma total assets of $15.3 billion, deposits of $13.1 billion, and loans totaling $11.3 billion. Upon completion, Nicolet will operate more than 110 branches and loan production offices across key growth markets. 

Under the terms of the agreement, MidWestOne shareholders will receive 0.3175 shares of Nicolet stock for each MidWestOne share owned at the time of closing. The merger consideration equates to $41.37 per share, based on Nicolet’s October 22, 2025, closing price of $130.31, implying a valuation of 166% of tangible book value and 11.5x the mean analyst estimate of MidWestOne’s 2026 earnings per share. 

Upon completion, MidWestOne shareholders will own approximately 30% of the combined company. The Board of Directors of the merged entity will include eight members from Nicolet, led by Mike Daniels, Chairman, President, and CEO, and four members from MidWestOne’s current board. 

The transaction is expected to close in the first half of 2026 

Keefe, Bruyette & Woods, A Stifel Company served as financial advisor and provided a fairness opinion to the Board of Directors of Nicolet, and Nelson Mullins Riley & Scarborough LLP served as legal counsel to Nicolet in this transaction. Piper Sandler & Co. served as financial advisor and provided a fairness opinion to the Board of Directors of MidWestOne, and Alston & Bird LLP served as legal counsel to MidWestOne.