WINTRUST FINANCIAL
CORPORATION
727 North Bank Lane, Lake Forest,
Illinois 60045
FOR IMMEDIATE RELEASE
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February 4, 2003
FOR MORE INFORMATION CONTACT:
Edward J. Wehmer, President/CEO - Wintrust Financial Corporation,
(847) 615-4096
David A. Dykstra, Senior EVP/COO - Wintrust Financial Corporation,
(847) 615-4096
James P. Richter, Managing Director - Lake Forest Capital Management,
(847) 295-4072
Robert L. Meyers, Managing Director - Lake Forest Capital Management,
(847) 295-4075
S. A. Lincoln, Managing Director - Lake Forest Capital Management,
(847) 295-4074
WINTRUST FINANCIAL CORPORATION COMPLETES ACQUISITION
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OF LAKE FOREST CAPITAL MANAGEMENT COMPANY
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LAKE FOREST, ILLINOIS - Wintrust Financial Corporation (Wintrust)
(Nasdaq: WTFC) announced today the completion of its previously announced
acquisition of Lake Forest Capital Management Company. Lake Forest Capital
Management, based in Lake Forest, Illinois, is a 21-year old well-respected
asset manager with approximately $300 million in assets under management.
Clients include high net worth individuals, corporations, foundations,
endowments and public entities. Lake Forest Capital Management is a Registered
Investment Adviser and delivers its products and services with a highly
personalized approach customized to client needs. Lake Forest Capital Management
will retain its name and has been merged into and will operate as a separate
division of Wayne Hummer Asset Management Company, Wintrust's existing asset
management subsidiary.
Edward J. Wehmer, President and CEO of Wintrust, and James P. Richter,
one of Lake Forest Capital Management's Managing Directors, concurred that "This
transaction is exciting for both companies. The customers of Wintrust will
benefit from the dedicated and highly experienced management team of Lake Forest
Capital Management, while the Lake Forest Capital Management clients will
benefit from the increased depth of products and services available to them.
Both firms recognize that the clients' interests always come first. "
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The full terms of the transaction are not being disclosed by the
parties; however, the initial consideration paid by Wintrust included a
combination of Wintrust's common stock, warrants to acquire Wintrust common
stock and cash. Wintrust could pay additional contingent consideration,
consisting of cash and/or common stock, upon the attainment of certain
performance measures over the next four years. The common stock was issued at
fair market value as determined in accordance with the merger agreement. The
shares issued in the transaction will not be registered under the Securities Act
of 1933 and will be restricted until a resale registration statement is filed,
which is expected to be completed in the first quarter of 2003, and declared
effective by the Securities and Exchange Commission.
Wintrust is a $3.7 billion financial holding company whose common stock
is traded on the Nasdaq Stock Market(R). Its seven suburban Chicago community
bank subsidiaries, each of which was founded as a de novo bank since December
1991, are located in high income retail markets -- Lake Forest Bank & Trust
Company, Hinsdale Bank & Trust Company, North Shore Community Bank & Trust
Company in Wilmette, Libertyville Bank & Trust Company, Barrington Bank & Trust
Company, Crystal Lake Bank & Trust Company and Northbrook Bank & Trust Company.
The banks also operate facilities in Lake Bluff, Highland Park, Hoffman Estates,
Highwood, Glencoe, Winnetka, Clarendon Hills, Western Springs, Skokie, Wauconda,
McHenry and Riverside, Illinois. Currently, Wintrust operates a total of 32
banking offices and is in the process of constructing several additional branch
facilities.
Additionally, the Company operates various non-bank subsidiaries.
First Insurance Funding Corporation, one of the largest commercial insurance
premium finance companies operating in the United States, serves commercial loan
customers throughout the country. Wayne Hummer Trust Company, a trust
subsidiary, allows Wintrust to service customers' trust and investment needs at
each banking location. Tricom, Inc. of Milwaukee provides short-term accounts
receivable financing and value-added out-sourced administrative services, such
as data processing of payrolls, billing and cash management services, to
temporary staffing service clients located throughout the United States. Wayne
Hummer Investments, LLC is a broker-dealer providing a full range of private
client and brokerage services to clients located primarily in the Midwest.
Focused Investments LLC is a broker-dealer that provides a full range of
investment solutions to clients through a network of community-based financial
institutions throughout the Midwest. Wayne Hummer Asset Management Company
provides money management and investment advisory services to individuals,
institutions and public entities as well as the Wayne Hummer Companies' four
proprietary mutual funds. Wintrust Information Technology Services Company
provides information technology support, item capture and statement preparation
services to the Wintrust subsidiaries.
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Forward-Looking Information
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This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995 relating to the
integration of Lake Forest Capital Management Company with Wintrust, the
combination of their businesses and projected revenue, as well as profitability
and earnings outlook. Actual results could differ materially from those
addressed in the forward-looking statements due to factors such as changes in
economic conditions, unanticipated changes in interest rates that negatively
impact growth, competition and the related pricing of asset management products,
slower than anticipated development and growth of Lake Forest Capital Management
Company's business or unanticipated business declines, unforeseen difficulties
in integrating the acquisition or higher than expected operational costs,
unforeseen changes in the securities and asset management industry, difficulties
in adapting successfully to technological changes as needed to compete
effectively in the marketplace, and the ability to attract and retain
experienced key management. Therefore, there can be no assurances that future
actual results will correspond to these forward-looking statements.
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