Bank M&A
12/27/2024

Two Acquirers Share the Secrets to Successful M&A

The CEOs of Glacier Bancorp and Old National Bancorp explain why relationships and culture trump price when it comes to combining two banks.

Emily McCormick
Vice President of Editorial & Research

What do seasoned acquirers know that other banks don’t?

Bank Director Vice President of Editorial & Research Emily McCormick recently sat down with Randall Chesler, CEO of $28 billion Glacier Bancorp in Kalispell, Montana, and Jim Ryan, CEO and chairman of Evansville, Indiana-based Old National Bancorp, with $54 billion in assets, to discuss how they achieve success in M&A.

Year-to-date, bank M&A activity has picked back up after a lean 2023, according to S&P Global Market Intelligence. Just 98 deals were announced last year, compared to 114 for the year as of Dec. 3, 2024.

But Glacier and Old National were able to persevere in a tough merger environment.

Both are active acquirers who have completed deals in the past year: Glacier closed its acquisition of Community Financial Group in Spokane, Washington, in January 2024, and purchased six Montana branches from Heartland Financial USA in July. Old National acquired Nashville, Tennessee-based CapStar Financial Holdings in April. On Nov. 25, Old National announced its purchase of Bremer Financial Corp. in St. Paul, Minnesota, which will propel the bank to more than $70 billion in assets.

Deals tend to reflect years of relationship-building with a prospective partner, they say, and M&A is a regular conversation in their boardrooms.

The transcript below has been edited for brevity, clarity and flow. To watch the full conversation, access the webinar recording here.

BD: How do you view a successful merger?

Ryan: The most successful partnerships we’ve had in the past are when you retain all the great people that you want to retain. It’s when your cultures are compatible, your strategy aligns, and that gives you the opportunity to retain and grow your client base.

I always tell people: “The modeling’s fine. And the bankers will be the bankers, and they’ll put together their model. The lawyers will be the lawyers, and they’ll discuss and debate every comma and semicolon in the deal.”

But at the end of the day, you’ve got to have great strategic and cultural alignment. And if you can do that, then you’ve got a great chance of keeping the employees, and those employees will keep the clients.

I go into recruitment mode the minute we make an announcement. And it’s all about being visible, being connected to the partner as soon as you make the announcement, because you’ve got to win the hearts and minds, you’ve got to share what makes your organization special.

Chesler: We try to keep it simple. We don’t want to lose one good customer, one good employee.

That’s probably where we spend most of our time, is understanding who the people are, where they fit into the organization. When we make an announcement, that day, we know where every single person is going to fit in. If people don’t know where they fit in, that can really create a bad culture and morale.

We don’t cut our way to success. We buy good banks that are operating in good markets, and we give them more tools to be more successful. That’s generally our approach. So the good news is, 85%, 90% of the people, we want them.

We make it financially attractive for them to stay, and we’re clear with everyone where they fit in and how they can play a role.

BD: In Bank Director’s 2025 Bank M&A Survey, half cite a lack of suitable targets as a barrier to making an acquisition. Randy, Glacier’s footprint tracks roughly up and down the Rockies, and it’s not as charter-rich as the Midwest. How does that inform target selection?

Chesler: We don’t draw any lines anywhere, so we’ll look at smaller banks, we’ll look at larger banks. It comes down to their ability to deliver for us. If they’re a good community bank, they generally have good people, and we can see that from the numbers before we even start to talk to them.

BD: Jim, how are you approaching that question?

Ryan: We have these types of conversations in our boardroom every single quarter, and we divide them up into more bite-size pieces, maybe things of more substance, and then things that are more transformational.

What’s gratifying is that we’ll have potential partners on the list for years, and then we prioritize based on all the market intelligence about where we should be spending our time developing deeper relationships.

You want [sellers] to reach out to you because they know you. They know you’re culturally aligned, they know you strategically, they know they have more connectivity inside the company. Being very deliberate about that — not waiting for the investment bankers to make that happen, but for you to actually go out and make that happen.

BD: You’re talking about prospective targets every quarter in the boardroom. Could you describe what that conversation might look like?

Ryan: It’s really developing the why. Why would these make good partners for us? And talking about those pretty regularly.

Old National tends to do a strategic planning meeting, so we have the list in front of us, and here’s all the potential partners from bite-size to middle-of-the-road size and then more transformational. Why could something like this make sense for us? We’ve been talking about our Bremer partnership for a long time. We never knew when we were going to get the phone call. The phone calls come when they come, but the learning curve wasn’t as steep.

Chesler: It’s important to bring the board along, make sure they’re totally aligned. We talk about it in every board meeting. Even if there’s not a deal on the table, what’s happening in the market? Who are we talking to? They’re very engaged in who the conversations are with, what’s happening in the industry. Occasionally, we’ll have some of the investment banks come in and present to the board — what’s the lay of the land, what’s happening, where are valuations going, what are the trends.

The price, you’re going to get a fairness opinion from an investment bank. You could spend a lot of time negotiating. Sometimes, quite frankly, we shy away from those because if [the seller’s] interest is getting the last nickel — probably not a good fit for us if that’s really the way you look at the world.

How do I take care of these people who got me here? How do I take care of the customers that I really care about? How do I find a good partner that I can move forward with?

Ryan: When these things come down to a bidding war, and it’s the top price paid, that’s when our instincts are: “Man, I’m not sure this is the right partner, because they seem to be focused more on that.”

What happens after you make the announcement? What are the outcomes to the clients? What are the outcomes to the team members? And then, how does the market react long term? Do they see the logic? Do they see the compatibility? Is it going to make the two organizations stronger? Oftentimes, that’s way more important than that initial price that you’re able to advertise. How is it going to perform, and how’s it going to come together strategically, and are you going to get this thing approved in this type of regulatory environment? Too much attention is paid on day one, and [sellers] need to start paying as much attention to what happens in the subsequent days and weeks and months ahead.

WRITTEN BY

Emily McCormick

Vice President of Editorial & Research

Emily McCormick is Vice President of Editorial & Research for Bank Director. Emily oversees research projects, from in-depth reports to Bank Director’s annual surveys on M&A, risk, compensation, governance and technology. She also manages content for the Bank Services Program, including Bank Director’s Online Training Series. In addition to speaking and moderating discussions at Bank Director’s in-person and virtual events, Emily writes and edits for Bank Director magazine, BankDirector.com and Bank Director’s weekly newsletter, The Slant. She started her career in the circulation department at the Knoxville News-Sentinel and graduated summa cum laude from The University of Tennessee with a bachelor’s degree in Spanish and International Business.