Wintrust Financial signed a definitive agreement to acquire Rush-Oak, the parent company of Illinois-based Oak Bank, for an aggregate purchase price of approximately $46 million.
Established in 1970 and operating a banking location in the Gold Coast neighborhood of Chicago, Oak Bank has approximately $196 million in assets, approximately $143 million in loans and approximately $158 million in deposits.
Edward J. Wehmer, president and CEO of Wintrust, said, “This transaction is a great opportunity to expand our market presence in the heart of the City of Chicago. Oak Bank has a wonderful reputation for providing outstanding customer service using a community banking approach. We look forward to continuing that tradition and to providing its customers with an expanded array of products, services and resources.”
“We are excited about the opportunity to combine resources with Wintrust. This is a wonderful opportunity to partner with a successful organization that is like-minded in its philosophy of offering highly personalized customer-oriented banking services,” said Roy E. Curran, Oak Bank president. “The transaction allows us to continue focusing on serving our customers as we have for nearly 50 years, while at the same time providing our customers with access to a wider range of products and services. We see many benefits for our customers and stockholders, and we look forward to joining the Wintrust family.”
The purchase price is subject to possible adjustment, as it takes into account the appreciated value of the real property, which is in a premier location in the Gold Coast neighborhood of Chicago. Shares of Rush-Oak common stock outstanding at the time of the merger will be converted into the right to receive per share merger consideration to be paid in cash.
Prior to closing, the shares of Oak Bank held directly by individual minority shareholders will be redeemed for cash by Rush-Oak for an aggregate redemption value of approximately $9 million, leaving Oak Bank as a wholly-owned subsidiary of Rush-Oak.
Subject to approval by banking regulators and Rush-Oak stockholders, along with other closing conditions, the transaction is expected to close in the second quarter of 2019 but is not expected to have a material effect on Wintrust’s 2019 earnings per share.
Stephens acted as Rush-Oak’s exclusive financial advisor and provided a fairness opinion to its board of directors -Oak on the transaction, while Hinshaw & Culbertson acted as Rush-Oak’s transaction counsel. Schiff Hardin served as transaction counsel to Wintrust.