Company:
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Wintrust Financial Corporation | |
NASDAQ Global Select Market Symbol:
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WTFC | |
Trade Date:
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December 7, 2010 | |
Closing Price on December 6, 2010:
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$32.23 | |
Settlement Date:
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December 10, 2010 | |
Common Stock Offering |
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Title of Securities:
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Common stock, no par value of the Company | |
Shares Offered:
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3,205,128 (or a total of 3,685,897 if the underwriters exercise their over-allotment option to purchase up to 480,769 additional shares of the Companys common stock in full). | |
Common Stock Public Offering Price:
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$30.00 per share / $96.2 million total (excluding the underwriters over-allotment option to purchase from the Company up to 480,769 additional shares of the Companys common stock). | |
Estimated Net Proceeds to the Company from the
Common Stock Offering:
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The net proceeds from the sale of common stock in the Common Stock Offering will be approximately $91.3 million (or approximately $105.0 million if the underwriters exercise their over-allotment option to purchase up to 480,769 additional shares of the Companys common stock in full), after deducting the underwriters discount payable by the Company but before the Companys offering expenses. | |
Concurrent Tangible Equity Unit Offering |
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Title of Securities:
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Tangible Equity Units | |
Stated Amount:
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Each Tangible Equity Unit has a stated amount of $50 | |
Number of Tangible Equity Units Offered:
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4,000,000 (or 4,600,000 if the underwriter exercises its over-allotment option to purchase up to 600,000 additional Tangible Equity Units in full) | |
Composition of Tangible Equity Units:
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Each Tangible Equity Unit is a unit composed of a prepaid stock purchase contract (each, a Purchase Contract) and a junior subordinated amortizing note issued by the Company (each, an Amortizing Note), which has an initial principal amount of $9.728182 per Amortizing Note, bears interest at a rate of 9.50% per |
annum and has a scheduled final installment payment date of December 15, 2013. | ||
Aggregate Principal Amount of Amortizing Notes:
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$38,912,728 | |
Reference Price:
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$30.00 (which is the Common Stock Public Offering Price) | |
Threshold Appreciation Price:
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$37.50 (which represents appreciation of approximately 25.0% over the Reference Price) | |
Initial Minimum Settlement Rate:
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1.3333 shares of the Companys common stock (subject to adjustment) | |
Initial Maximum Settlement Rate:
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1.6666 shares of the Companys common stock (subject to adjustment) | |
Payments on the Amortizing Notes:
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The Amortizing Notes will pay holders quarterly installments per Amortizing Note, which in the aggregate will be equivalent to a 7.50% cash payment per year with respect to each $50 Stated Amount of Tangible Equity Unit. Each installment will constitute a payment of interest (at a rate of 9.50% per annum) and a partial repayment of principal on the Amortizing Note. | |
Tangible Equity Unit Public Offering Price:
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$50 per Tangible Equity Unit / $200.0 million total (excluding the underwriters over-allotment option to purchase from the Company up to 600,000 additional Tangible Equity Units). | |
Estimated Net Proceeds to the Company from the
Tangible Equity Units Offering:
|
The net proceeds from the sale of Tangible Equity Units in the Tangible Equity Unit Offering will be $194.0 million (or approximately $223.1 million if the underwriter exercises its over-allotment option to purchase up to 600,000 additional Tangible Equity Units in full), after deducting the underwriters discount payable by the Company but before offering expenses payable by the Company. |