Wintrust Financial Corporation Announces Plans to Acquire First Community Financial Corporation

ROSEMONT, Ill., July 06, 2016 (GLOBE NEWSWIRE) -- Wintrust Financial Corporation (“Wintrust”) (Nasdaq:WTFC) today announced the signing of a definitive agreement to acquire First Community Financial Corporation (“FCFC”).  FCFC is the parent company of First Community Bank, an Illinois state-chartered bank, which operates two banking locations in Elgin, Illinois.  As of March 31, 2016, First Community Bank had approximately $178 million in assets, approximately $79 million in loans and approximately $155 million in deposits. 

Edward J. Wehmer, President and CEO of Wintrust, said, “This transaction provides a wonderful opportunity to expand and complement our market presence in Elgin, Illinois.  We look forward to continuing with the community banking approach that First Community Bank has established and to providing its customer base with an expanded array of products and services.” 

Thomas M. Johannesen, CEO of First Community Bank, stated, “We are excited about the opportunity to combine resources with Wintrust.  This is a great opportunity to partner with a successful organization that is like-minded in its philosophy of offering highly personalized customer-oriented retail and commercial banking services with financial capabilities to support further expansion.”  Mr. Johannesen emphasized that by joining forces with Wintrust, “the transaction allows us to continue focusing on serving our customers, while at the same time providing our customers with access to a wider range of products and services.  We clearly see benefits for our customers and shareholders and we look forward to joining the Wintrust family.”

Terms of the Transaction

Subject to possible adjustment, the aggregate purchase price will be approximately $30.3 million.  Shares of FCFC common stock outstanding at the time of the merger will be converted into the right to receive merger consideration paid in cash.

The transaction is subject to approval by banking regulators and FCFC’s shareholders and certain closing conditions.  The transaction is expected to close late in the third quarter or early in the fourth quarter of 2016 and is not expected to have a material effect on Wintrust’s 2016 earnings per share.

Advisors

Hovde Group, LLC acted as exclusive financial advisor to FCFC in the transaction and provided a fairness opinion to its Board of Directors.  Barack Ferrazzano Kirschbaum & Nagelberg LLP acted as FCFC’s legal advisor and Schiff Hardin LLP served as outside counsel to Wintrust.

About Wintrust

Wintrust is a financial holding company with assets of approximately $24 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 with over 150 banking locations located in the greater Chicago and southern Wisconsin market areas. Additionally, the Company operates various non-bank business units including one of the largest commercial insurance premium finance companies operating in the United States and Canada, a company providing short-term accounts receivable financing and value-added out-sourced administrative services to the temporary staffing services industry, a business unit engaging primarily in the origination and purchase 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 relating to the proposed acquisition of First Community Financial Corporation and its integration with Wintrust, the combination of their businesses and projected revenue, as well as profitability and earnings outlook.  Investors are cautioned that such statements are predictions and 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 most recently ended fiscal year and any subsequent Quarterly Report on Form 10-Q.  Forward-looking statements speak only as of the date made and Wintrust undertakes no duty to update the information.

Edward J. Wehmer, President/CEO – Wintrust Financial Corporation, (847) 939-9000
David A. Dykstra, COO – Wintrust Financial Corporation, (847) 939-9000
Thomas M. Johannesen, President/CEO – First Community Financial Corporation, (847) 622-8800
Wintrust Website address: www.wintrust.com