NICOLET BANKSHARES, INC. (NASDAQ:NCBS) Files An 8-K Results of Operations and Financial Condition

Item 2.02

Results of Operations and Financial Condition.

On April 18, 2017, Nicolet Bankshares, Inc., announced its
earnings for the quarter ended March 31, 2017. A copy of the
press release is attached as Exhibit 99.1, to this Report on Form
8-K and is incorporated herein by reference.

to General Instruction B.2 of Form 8-K, the information in this
Item 2.02 and Exhibit 99.1 is being furnished to the Securities
and Exchange Commission and shall not be deemed to be filed for
purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the Exchange Act) or otherwise subject to the
liabilities under that Section. Furthermore, the information in
this Item 2.02 and Exhibit 99.1 shall not be deemed to be
incorporated by reference into the filings of the Registrant
under the Securities Act of 1933, as amended or the Exchange Act.

Item 8.01

Other Events.

The portions of the press release that relate solely to the
proposed merger between Nicolet Bankshares, Inc., and First
Menasha Bancshares, Inc. are being filed herewith as Exhibit 99.1
to this Current Report on Form 8-K in compliance with Rule 425 of
the Securities Act of 1933, as amended.

Item 9.01

Financial Statements and Exhibits.

Exhibit No.	Description of Exhibit
99.1	Press Release, dated April 18, 2017

Important Information for Investors

This communication relates to the proposed merger transaction
involving Nicolet and First Menasha. In connection with the
proposed merger, Nicolet has filed a proxy statement/prospectus
on Form S-4 and other relevant documents concerning the merger
with the Securities and Exchange Commission (the SEC). BEFORE
MAKING ANY INVESTMENT DECISION, INVESTORS ARE URGED TO READ THE
PROXY STATEMENT/PROSPECTUS AND ANY OTHER DOCUMENTS TO BE FILED
WITH THE SEC IN CONNECTION WITH THE PROPOSED MERGER OR
INCORPORATED BY REFERENCE IN THE PROXY STATEMENT/PROSPECTUS
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT NICOLET,
FIRST MENASHA AND THE PROPOSED MERGER. The proxy
statement/prospectus was delivered to shareholders of First
Menasha on or about February 28, 2017. Investors may obtain
copies of the proxy statement/prospectus and other relevant
documents (as they become available) free of charge at the SECs
website (www.sec.gov). Copies of the documents filed with
the SEC by Nicolet will be available free of charge on Nicolets
website at www.nicoletbank.com.

Forward-Looking Statements

This news release contains forward-looking statements within
the meaning of the federal securities law. Statements in this
release that are not strictly historical are forward-looking and
based upon current expectations that may differ materially from
actual results. These forward-looking statements, identified by
words such as will, expect, believe and prospects, involve risks
and uncertainties that could cause actual results to differ
materially from those anticipated by the statement made herein.
These risks and uncertainties include, but are not limited to,
general economic trends and changes in interest rates, increased
competition, regulatory or legislative developments affecting the
financial industry generally or Nicolet specifically, changes in
consumer demand for financial services, the possibility of
unforeseen events affecting the industry generally or Nicolet
specifically, the uncertainties associated with newly developed
or acquired operations and market disruptions. Nicolet undertakes
no obligation to release revisions to these forward-looking
statements publicly to reflect events or circumstances after the
date hereof or to reflect the occurrence of unforeseen events,
except as required to be reported under the rules and regulations
of the Securities and Exchange Commission.

In addition to factors previously disclosed in Nicolets
reports filed with the SEC and those identified elsewhere in this
report, these forward-looking statements include, but are not
limited to, statements about (i) the expected benefits of the
transaction between Nicolet and First Menasha and between Nicolet
National Bank and The First National Bank-Fox Valley (FNB-Fox
Valley), including future financial and operating results, cost
savings, enhanced revenues and the expected market position of
the combined company that may be realized from the transaction,
and (ii) Nicolets and First Menashas plans, objectives,
expectations and intentions and other statements contained in
this report that are not historical facts. Other statements
identified by words such as expects, anticipates, intends, plans,
believes, seeks, estimates, targets, projects or words of similar
meaning generally are intended to identify forward-looking
statements. These statements are based upon the current beliefs
and expectations of Nicolets and First Menashas management and
are inherently subject to significant business, economic and
competitive risks and uncertainties, many of which are beyond
their respective control. In addition, these forward-looking
statements are subject to assumptions with respect to future
business strategies and decisions that are subject to change.
Actual results may differ from those indicated or implied in the
forward-looking statements and such differences may be
material.

The following risks, among others, could cause actual results
to differ materially from the anticipated results or other
expectations expressed in the forward-looking statements: (1) the
businesses of Nicolet and First Menasha may not integrate
successfully or the integration may be more difficult,
time-consuming or costly than expected; (2) the expected growth
opportunities and cost savings from the transaction may not be
fully realized or may take longer to realize than expected; (3)
revenues following the transaction may be lower than expected as
a result of losses of customers or other reasons, including
issues arising in connection with integration of the two banks;
(4) deposit attrition, operating costs, customer loss and
business disruption following the transaction, including
difficulties in maintaining relationships with employees, may be
greater than expected; (5) reputational risks and the reaction of
the companies customers to the transaction; (6) diversion of
management time on merger related issues; (7) changes in asset
quality and credit risk; (8) the cost and availability of
capital; (9) customer acceptance of the combined companys
products and services; (10) customer borrowing, repayment,
investment and deposit practices; (11) the introduction,
withdrawal, success and timing of business initiatives; (12) the
impact, extent, and timing of technological changes; (13) severe
catastrophic events in our geographic area; (14) a weakening of
the economies in which the combined company will conduct
operations may adversely affect its operating results; (15) the
U.S. legal and regulatory framework, including those associated
with the Dodd Frank Wall Street Reform and Consumer Protection
Act, could adversely affect the operating results of the combined
company; (16) the interest rate environment may compress margins
and adversely affect net interest income; and (17) competition
from other financial services companies in the companies markets
could adversely affect operations. Additional factors that could
cause Nicolets results to differ materially from those described
in the forward-looking statements can be found in Nicolets
reports (such as Annual Reports on Form 10-K, Quarterly Reports
on Form 10-Q and Current Reports on Form 8-K) filed with the SEC
and available at the SECs website (www.sec.gov).All
subsequent written and oral forward-looking statements concerning
Nicolet, First Menasha or the proposed merger or other matters
and attributable to Nicolet, First Menasha or any person acting
on either of their behalf are expressly qualified in their
entirety by the cautionary statements above. Nicolet and First
Menasha do not undertake any obligation to update any
forward-looking statement, whether written or oral, to reflect
circumstances or events that occur after the date the
forward-looking statements are made.

About NICOLET BANKSHARES, INC. (NASDAQ:NCBS)

Nicolet Bankshares, Inc. is a bank holding company. The Company conducts operations through its subsidiary, Nicolet National Bank (the Bank), a commercial bank. The Bank is a service community bank, offering traditional banking products and services, and wealth management products and services to businesses and individuals in the markets it serves, delivered through a branch network serving northeast and central Wisconsin communities and Menominee, Michigan, as well as through online and mobile banking capabilities. Its primary business is banking, consisting of lending and deposit gathering, as well as ancillary banking-related products and services, to businesses and individuals of the communities it serves, and the operational support to deliver, fund and manage banking products and services. The Bank also offers trust, brokerage and other investment management services for individuals and retirement plan services for business customers.

NICOLET BANKSHARES, INC. (NASDAQ:NCBS) Recent Trading Information

NICOLET BANKSHARES, INC. (NASDAQ:NCBS) closed its last trading session up +0.52 at 47.56 with shares trading hands.