Current Report Filing (8-k)
August 08 2014 - 4:06PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of report (Date of earliest event reported): August 8, 2014
Talmer Bancorp, Inc.
(Exact name of registrant as specified in its charter)
Michigan
(State or other jurisdiction of
incorporation) |
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001-36308
(Commission File Number) |
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61-1511150
(IRS Employer
Identification No.) |
2301 West Big Beaver Rd., Suite 525
Troy, Michigan
(Address of principal executive offices) |
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48084
(Zip Code) |
(248) 498-2802
(Registrants telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events.
Talmer Bancorp, Inc., and its bank subsidiary, Talmer Bank and Trust (Talmer), closed on the sale of 11 branches offices and related deposits in Wisconsin to Town Bank, a wholly owned bank subsidiary of Wintrust Financial Corporation. On August 8, 2014, Talmer Bancorp, Inc. and Wintrust Financial Corporation issued a press release announcing the closing. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
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Description |
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99.1 |
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Press release dated August 8, 2014 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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TALMER BANCORP, INC. |
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Dated: August 8, 2014 |
By: |
/s/ Kathleen Wendt |
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Kathleen Wendt |
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Chief Accounting Officer |
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Exhibit 99.1
FOR IMMEDIATE RELEASE
August 8, 2014
FOR MORE INFORMATION CONTACT:
Edward J. Wehmer, President and CEO Wintrust Financial Corporation, (847) 939-9000
David A. Dykstra, COO Wintrust Financial Corporation, (847) 939-9000
Dennis Klaeser, Chief Financial Officer Talmer Bancorp, Inc., (248) 649-2301
WINTRUST AND TALMER ANNOUNCE CLOSING OF WISCONSIN BRANCH TRANSACTION
Talmer Bancorp, Inc. (Nasdaq: TLMR), and its subsidiary Talmer Bank and Trust (Talmer), have closed on the sale of 11 branch offices and related deposits in Wisconsin to Town Bank, a wholly owned bank subsidiary of Wintrust Financial Corporation (Nasdaq: WTFC). As of July 31, 2014, Talmers deposits in these markets were approximately $360 million. Concurrent with the closing of this transaction, Town Bank will sell two of the branch locations and related deposits in Kenosha and Genoa City, Wisconsin to its affiliate, State Bank of the Lakes, a Wintrust community bank.
The banking offices will continue to be staffed by the current employees and will continue to operate normally. Customers do not need to take any action in connection with the transaction.
Edward J. Wehmer, President and Chief Executive Officer of Wintrust, said, This transaction allows us to expand Wintrusts presence in southern Wisconsin. These locations fill a gap between our Illinois branches and our Town Banks Milwaukee area branches. Talmer operated a great community bank franchise with a team of bankers that are committed to a high level of customer service. We welcome Talmers employees and customers to the Wintrust family and look forward to providing our new customers with Wintrusts full array of products and services.
David Provost, President and Chief Executive Officer of Talmer Bancorp, stated, We undertook a strategic assessment of all our markets including an evaluation of the best opportunities to invest our capital resources and continue to execute our growth plans. This divestiture is in line with our long-term plans and allows us to focus on our core banking franchise.
Mr. Provost continued, We have been very pleased over the past several years with the Wisconsin operations acquired in an FDIC assisted transaction in November of 2010. The employees there have been dedicated and have provided the highest level of customer service. We are proud to have Town Bank as the purchaser, as it has a similar strong commitment to customer service and is excited to be able to expand their services in these communities.
About Talmer Bancorp, Inc.
Headquartered in Troy, Michigan, Talmer Bancorp, Inc. is the holding company for Talmer Bank and Trust and Talmer West Bank. These banks, operating primarily through branches and lending offices in Michigan, Ohio, Indiana and Illinois, offer a full suite of commercial and retail banking, mortgage banking, wealth management and trust services to small and medium-sized businesses and individuals.
About Wintrust Financial Corporation
Wintrust is a financial holding company with assets of approximately $19 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 135 banking locations located in the greater Chicago and Milwaukee 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
Some of the statements in this joint press release of Wintrust Financial Corporation and Talmer Bancorp, Inc. are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward looking statements are subject to risks, uncertainties and other factors, such as the reaction to the transaction of the banks customers, employees and counterparties or difficulties related to the transition of services, as well as additional risks and uncertainties contained in the Risk Factors and the forward-looking statement disclosure contained in each of Wintrust Financial Corporations and Talmer Bancorp, Inc.s Annual Report on Form 10-K for the most recently ended fiscal year, any of which could cause actual results to differ materially from future results expressed or implied by those forward-looking statements. All forward-looking statements speak only as of the date of this press release. Neither Wintrust Financial Corporation nor Talmer Bancorp, Inc. undertakes any duty to update any forward-looking statement made herein.
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