MidWestOne Financial Group, Inc. (Nasdaq: MOFG) (“MidWestOne”,
“we”, “our”, or the “Company”) today announced that it has executed
a definitive purchase and assumption agreement for the sale of its
Florida operations to DFCU Financial. This transaction is an all
cash deal that has been approved by the respective board of
directors, and is expected to close in the second quarter of 2024.
Transaction Highlights
- MidWestOne is divesting its Florida operations, identified as a
non-core market during our 2023 long-term strategic planning
process
- The purchaser of our Florida operations is DFCU Financial, a
$6.4 billion1 asset credit union headquartered in Michigan with a
successful history of acquisitions, including its 2022 purchase of
a ~$700 million asset commercial bank located in Florida
- We will receive a deposit premium of 7.5%, or approximately
$11.9 million, pre-tax, based on our deposits as of June 30, 2023.
This sale will include the transfer of $158.8 million of deposits1,
$162.2 million in gross loans1, and our two branches
Charles (“Chip”) Reeves, Chief Executive Officer
of the Company, commented, “We have enjoyed serving customers in
the regions of Fort Myers and Naples, Florida, and are very
grateful to have had the opportunity to do so. However, as part of
our long-term strategic planning process, we reviewed our
geographic footprint with a focus on improving scale, and,
ultimately, profitability. While our Florida operations have been
performing well, we never reached the scale to allow this market to
become a growth driver for MidWestOne without significant
investment. This divestiture is an important step in the successful
execution of our strategic plan. We anticipate utilizing the
proceeds to continue scaling our targeted growth markets of the
Twin Cities, Denver, and Metro Iowa.”
____________________1 As of June 30, 2023
AdvisorsHovde Group, LLC served
as financial adviser and Barack Ferrazzano Kirschbaum &
Nagelberg LLP provided legal counsel to MidWestOne. Donnelly Penman
& Partners, Inc. served as financial adviser and Honigman LLP
provided legal counsel to DFCU Financial.
About
MidWestOne Financial Group,
Inc.MidWestOne Financial Group, Inc. is a financial
holding company headquartered in Iowa City, Iowa. MidWestOne is the
parent company of MidWestOne Bank, which operates banking offices
in Iowa, Minnesota, Wisconsin, Florida, and Colorado. MidWestOne
provides electronic delivery of financial services through its
website, MidWestOne.bank. MidWestOne Financial Group, Inc. trades
on the Nasdaq Global Select Market under the symbol “MOFG”.
Cautionary Note Regarding Forward
Looking StatementsCertain statements contained in this
press release that are not statements of historical fact constitute
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995 that are subject to risks
and uncertainties and are made pursuant to the safe harbor
provisions of Section 27A of the Securities Act and Section 21E of
the Exchange Act. These forward-looking statements may include
information about MidWestOne’s possible or assumed future economic
performance or future results of operations, including MidWestOne’s
future revenues, income, expenses, provision for loan losses,
provision for taxes, effective tax rate, earnings per share and
cash flows, and MidWestOne’s future capital expenditures and
dividends, future financial condition and changes therein,
including changes in MidWestOne’s loan portfolio and allowance for
loan losses, future capital structure or changes therein, as well
as the plans and objectives of management for MidWestOne’s future
operations, future or proposed acquisitions, the future or expected
effect of acquisitions on MidWestOne’s operations, results of
operations, financial condition, and future economic performance,
statements about the benefits of the merger, and the statements of
the assumptions underlying any such statement. Such statements are
typically, but not exclusively, identified by the use in the
statements of words or phrases such as “aim”, “anticipate”,
“estimate”, “expect”, “goal”, “guidance”, “intend”, “is
anticipated”, “is expected”, “is intended”, “objective”, “plan”,
“projected”, “projection”, “will affect”, “will be”, “will
continue”, “will decrease”, “will grow”, “will impact”, “will
increase”, “will incur”, “will reduce”, “will remain”, “will
result”, “would be”, variations of such words or phrases (including
where the word “could”, “may”, or “would” is used rather than the
word “will” in a phrase) and similar words and phrases indicating
that the statement addresses some future result, occurrence, plan
or objective. The forward-looking statements that MidWestOne makes
are based on our current expectations and assumptions regarding
MidWestOne’s business, the economy, and other future conditions.
Because forward-looking statements relate to future results and
occurrences, they are subject to inherent uncertainties, risks, and
changes in circumstances that are difficult to predict. Many
possible events or factors could affect MidWestOne’s future
financial results and performance and could cause those results or
performance to differ materially from those expressed in the
forward-looking statements. Such risks and uncertainties include,
among others: the occurrence of any event, change or other
circumstances that could give rise to the right of one or both of
the parties to terminate the asset purchase agreement, with respect
to the branch sale, the outcome of any legal proceedings that may
be instituted against MidWestOne, delays in completing the branch
sale, the failure to obtain necessary regulatory approvals (and the
risk that such approvals may result in the imposition of conditions
that could adversely affect the company or the expected benefits of
the branch sale) and shareholder approval or to satisfy any of the
other conditions to the branch sale on a timely basis or at all,
the possibility that the anticipated benefits of the branch sale
are not realized when expected or at all, including as a result of
the impact of, or problems arising from, the integration of the two
companies or as a result of the strength of the economy and
competitive factors in the areas where MidWestOne does business,
the possibility that the branch sale may be more expensive to
complete than anticipated, including as a result of unexpected
factors or events, diversion of management’s attention from ongoing
business operations and opportunities, potential adverse reactions
or changes to business or employee relationships. MidWestOne
disclaims any obligation to update such factors or to publicly
announce the results of any revisions to any of the forward-looking
statements included herein to reflect future events or
developments. Further information on MidWestOne, and factors which
could affect the forward-looking statements contained herein can be
found in MidWestOne’s Annual Report on Form 10-K for the fiscal
year ended December 31, 2022, its Quarterly Reports on Form 10-Q
for the three-month periods ended March 31, 2023 and June 30, 2023
and its other filings with the SEC.
Category: Financial
This news release may be downloaded from
https://www.midwestonefinancial.com/corporate-profile/default.aspx
Source: MidWestOne Financial Group, Inc.
Industry: Banks
Contact:Barry S. RayChief
Financial OfficerMidWestOne Financial Group, Inc.319-356-5800
MidWestOne Financial (NASDAQ:MOFG)
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