Bridgewater Bancshares, Inc. (Nasdaq: BWB) (“Bridgewater”), the
parent company of Bridgewater Bank, and First Minnetonka City Bank
announced today the signing of a definitive merger agreement under
which Bridgewater Bank would acquire First Minnetonka City Bank in
an all-cash transaction.
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At the closing of the transaction, First Minnetonka City Bank
will merge with and into Bridgewater Bank. The combined
organization is expected to have approximately $4.9 billion in
total assets, $4.0 billion in deposits, $3.9 billion in loan and
leases, and nine full-service branches across the Twin Cities.
“We are very pleased to add a high quality and complementary
Twin Cities community bank through a transaction that aligns with
and accelerates our strategic priorities,” said Bridgewater
Chairman and Chief Executive Officer, Jerry Baack. “First
Minnetonka City Bank brings a granular core deposit base that
creates balance sheet optionality and a loan mix that increases the
diversification of our loan portfolio. In addition, the bank’s
investment advisory platform will allow us to offer a more complete
product set to our client base.
“We also look forward to welcoming the First Minnetonka City
Bank team members,” added Baack. “Together we can expand our focus
on providing responsive support and simple solutions to clients
across the Twin Cities.”
Founded in 1964, First Minnetonka City Bank operates two
full-service branches serving the Minnetonka, Minnesota area. As of
June 30, 2024, First Minnetonka City Bank had $242 million in total
assets, $212 million in deposits, and $128 million in loans and
leases.
“Bridgewater’s exceptional corporate culture and focus on client
service make it an ideal partner for our bank, employees and
clients,” said First Minnetonka City Bank Chairman, Tom Rogers. “We
believe Bridgewater can leverage the strengths of First Minnetonka
City Bank to support the continued growth of the combined
organization in the Twin Cities.”
The transaction has been unanimously approved by each company’s
board of directors and by the shareholders of First Minnetonka City
Bank’s parent company, First Minnetonka Bancorporation, Inc. The
transaction is expected to close during the fourth quarter of 2024,
subject to regulatory approvals and other customary closing
conditions.
D.A. Davidson & Co. served as financial advisor and Barack
Ferrazzano Kirschbaum & Nagelberg LLP served as legal counsel
to Bridgewater. Olsen Palmer LLC served as financial advisor and
Winthrop & Weinstine PA served as legal counsel to First
Minnetonka City Bank.
Investor Presentation
A slide presentation providing additional information regarding
Bridgewater’s planned acquisition of First Minnetonka City Bank
will be filed on a Current Report on Form 8-K and will be available
on the Investor Relations section of Bridgewater’s website,
investors.bridgewaterbankmn.com.
About Bridgewater
Bridgewater Bancshares, Inc. is a St. Louis Park,
Minnesota-based financial holding company. Bridgewater’s banking
subsidiary, Bridgewater Bank, is a premier, full-service Twin
Cities bank dedicated to serving the diverse needs of commercial
real estate investors, entrepreneurs, business clients and
successful individuals. By pairing a range of deposit, lending and
treasury management solutions with a responsive service model,
Bridgewater has seen continuous growth and profitability. With
total assets of $4.7 billion and seven branches as of June 30,
2024, Bridgewater is considered one of the largest locally led
banks in the State of Minnesota, and has received numerous awards
for its growth, banking services and esteemed corporate
culture.
About First Minnetonka City Bank
First Minnetonka City Bank is a locally owned and operated
financial institution headquartered in Minnetonka, Minnesota.
Founded in 1964, the bank operates two full-service branches
offering a wide variety of deposit, lending, investment advisory,
and other financial products and services to customers in and
around the Minnetonka community. First Minnetonka City Bank had
$242 million in assets as of June 30, 2024.
Forward-Looking Statements
This press release contains “forward-looking statements” within
the meaning of the safe harbor provisions of the U.S. Private
Securities Litigation Reform Act of 1995. Forward-looking
statements include, without limitation, statements concerning
plans, estimates, calculations, forecasts and projections with
respect to the anticipated future performance of Bridgewater. These
statements are often, but not always, identified by words such as
“may”, “might”, “should”, “could”, “predict”, “potential”,
“believe”, “expect”, “continue”, “will”, “anticipate”, “seek”,
“estimate”, “intend”, “plan”, “projection”, “would”, “annualized”,
“target” and “outlook”, or the negative version of those words or
other comparable words of a future or forward-looking nature.
Forward-looking statements are neither historical facts nor
assurances of future performance. Instead, they are based only on
our current beliefs, expectations and assumptions regarding our
business, future plans and strategies, projections, anticipated
events and trends, the economy and other future conditions. Because
forward-looking statements relate to the future, they are subject
to inherent uncertainties, risks and changes in circumstances that
are difficult to predict and many of which are outside of our
control. Our actual results and financial condition may differ
materially from those indicated in the forward-looking statements.
Therefore, you should not rely on any of these forward-looking
statements. Important factors that could cause our actual results
and financial condition to differ materially from those indicated
in the forward-looking statements include, among others, the
following: the possibility that any of the anticipated benefits of
the proposed merger will not be realized or will not be realized
within the expected time period; the parties’ inability to meet
expectations regarding the timing of the proposed merger; the
challenges of integrating and retaining key employees; the risk
that integration of First Minnetonka City Bank’s operations with
those of Bridgewater Bank will be materially delayed or will be
more costly or difficult than expected; changes to tax legislation
and their potential effects on the accounting for the proposed
merger; the failure of the proposed Merger to close for any reason,
including the failure to satisfy other conditions to completion of
the proposed Merger, including receipt of required regulatory and
other approvals; diversion of management’s attention from ongoing
business operations and opportunities due to the proposed merger;
the effect of the announcement of the proposed merger on
Bridgewater Bancshares, Inc.’s, First Minnetonka Bancorporation,
Inc.’s or the combined company’s respective customer and employee
relationships and operating results; the possibility that the
proposed merger may be more expensive to complete than anticipated,
including as a result of unexpected factors or events; the amount
of First Minnetonka Bancorporation’s Tier 1 capital as of the
closing date of the proposed merger and any potential downward
adjustment in the merger consideration; changes in the global
economy and financial market conditions and the business, results
of operations and financial condition of Bridgewater Bancshares,
Inc., First Minnetonka Bancorporation, Inc. and the combined
company; and any other risks described in the “Risk Factors”
sections of reports filed by Bridgewater Bancshares, Inc. with the
Securities and Exchange Commission.
Any forward-looking statement made by us in this presentation is
based only on information currently available to us and speaks only
as of the date on which it is made. Bridgewater undertakes no
obligation to publicly update any forward-looking statement,
whether written or oral, that may be made from time to time,
whether as a result of new information, future developments or
otherwise. Certain of the information contained in this
presentation is derived from information provided by industry
sources. Although Bridgewater believes that such information is
accurate and that the sources from which it has been obtained are
reliable, Bridgewater cannot guarantee the accuracy of, and have
not independently verified, such information.
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version on businesswire.com: https://www.businesswire.com/news/home/20240828362372/en/
Bridgewater Media Contact: Jessica Stejskal | SVP
Marketing jessica.stejskal@bwbmn.com 952.893.6860
Bridgewater Investor Contact: Justin Horstman | VP
Investor Relations justin.horstman@bwbmn.com 952.542.5169
First Minnetonka City Bank Contact: Tom Rogers | Chairman
trogers@fmcbank.com 952.935.8663
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