Wintrust Financial Corporation Acquires Charter National Bank and Trust in FDIC-Assisted Transaction
February 10 2012 - 6:19PM
Wintrust Financial Corporation ("Wintrust") (Nasdaq:WTFC) announced
today that its wholly-owned subsidiary bank, Barrington Bank &
Trust Company, N.A. ("Barrington Bank"), has acquired certain
assets and liabilities and the banking operations of Charter
National Bank and Trust ("Charter National") in an FDIC-assisted
transaction. Charter National currently operates two locations in
Illinois; one in Hoffman Estates and one in Hanover Park, and had
approximately $94 million in total assets and $89 million in total
deposits as of December 31, 2011. Barrington Bank acquired
substantially all of Charter National's assets at a discount of
approximately 4.1% and assumed all of the non-brokered deposits at
no premium. In connection with the acquisition, Barrington Bank
entered into a loss sharing agreement with the FDIC whereby
Barrington Bank will share in losses with the FDIC on certain loans
and foreclosed real estate related to Charter National.
"This FDIC-assisted transaction provides a great opportunity to
expand our presence in Hoffman Estates, where we currently operate
Hoffman Estates Community Bank (a branch of Barrington Bank), as
well as Hanover Park, a new market for Wintrust," said Edward J.
Wehmer, President and CEO of Wintrust. "With this transaction, we
have now made eight banking acquisitions in the past two years:
seven FDIC-assisted and one unassisted transaction. Mr. Wehmer
continued to note, "We expect this transaction will be accretive to
net income and earnings per share."
Charter National locations will reopen on Saturday, February 11,
2012 and operate as Hoffman Estates Community Bank, a branch of
Barrington Bank & Trust Company, N.A.
Depositors of Charter National will continue to have
full access to their deposits, including ATM or debit cards, and
checks. Customers should continue to bank as usual.
Valuation Appreciation Instrument
In conjunction with the acquisition of Charter National,
Wintrust provided the FDIC with a Value Appreciation Instrument
("VAI") whereby 125,000 units were awarded to the FDIC at an
exercise price of $31.00 per unit. The units are exercisable at any
time for 180 days after February 10, 2012. If the FDIC exercises
the units, Wintrust will be required to pay the FDIC an amount in
cash equal to the volume weighted average price of Wintrust common
stock over the two trading days immediately prior to the exercise
date minus the exercise price, but in no case greater than $8.00
per unit.
About Wintrust
Wintrust is a financial holding company with assets of
approximately $16 billion whose common stock is traded on the
NASDAQ Global Select Market. Built on the "HAVE IT ALL" model,
Wintrust offers sophisticated technology and resources of a large
bank while focusing on providing service-based community banking to
each and every customer. Wintrust operates fifteen community
bank subsidiaries, now with over 100 banking locations located in
the greater Chicago and Milwaukee market areas. Additionally, the
Company operates various non-bank subsidiaries including one of the
largest commercial insurance premium finance companies operating in
the United States, a company providing short-term accounts
receivable financing and value-added out-sourced administrative
services to the temporary staffing services industry, companies
engaging in the origination of residential mortgages for sale into
the secondary market throughout the United States, and companies
providing wealth management services.
Forward-Looking Information
This press release contains forward-looking statements within
the meaning of the federal securities laws. Investors are cautioned
that such statements are predictions and that actual events or
results may differ materially. Wintrust's expected financial
results or other plans are subject to a number of risks and
uncertainties. For a discussion of such risks and uncertainties,
which could cause actual results to differ from those contained in
the forward-looking statements, see "Risk Factors" and the
forward-looking statement disclosure contained in Wintrust's Annual
Report on Form 10-K for the year ended December 31, 2011 and in
Wintrust's subsequent Quarterly Reports on Form 10-Q.
Forward-looking statements speak only as of the date made and
Wintrust undertakes no duty to update the information.
CONTACT: Edward J. Wehmer, President & Chief Executive Officer
David A. Dykstra, Senior Executive Vice President &
Chief Operating Officer
(847) 615-4096
Website address: www.wintrust.com
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