WINTRUST FINANCIAL CORP
8-K, 2000-02-11
STATE COMMERCIAL BANKS
Previous: WINTRUST FINANCIAL CORP, 8-K, 2000-02-11
Next: COLOR SPOT NURSERIES INC, 10-Q, 2000-02-11





                                  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): January 27, 2000


                         WINTRUST FINANCIAL CORPORATION
             (Exact Name of Registrant as Specified in its Charter)


                         Commission File Number 0-21923


          Illinois                                       36-3873352
- -----------------------------               ------------------------------------
(State or other Jurisdiction                (I.R.S. Employer Identification No.)
    of Incorporation)




                               727 North Bank Lane
                           Lake Forest, Illinois 60045
             -------------------------------------------------------
                    (Address of Principal Executive Offices)


                                 (847) 615-4096
      ---------------------------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)
<PAGE>
ITEM 5.  OTHER EVENTS.

On January 27, 2000, Wintrust Financial  Corporation  ("Company") announced that
its Board of  Directors  approved  its first  semi-annual  cash  dividend in the
amount of $0.05 per share of outstanding  common stock.  The dividend is payable
on February 24, 2000 to shareholders of record as of February 10, 2000.

Additionally,   the  Board  of  Directors   approved  a  stock  buyback  program
authorizing the purchase of up to 300,000 shares of the Company's  common stock,
from time to time,  in open market or  privately  negotiated  transactions.  The
shares authorized to be repurchased represent  approximately 3% of the Company's
currently  outstanding  common  shares.  Shares  repurchased,  if any,  would be
available for issuance under the Company's stock incentive plan,  employee stock
purchase plan and other corporate purposes.


ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

(c)      Exhibit

Exhibit 99 - Press Release dated January 27, 2000.

                                     - 2 -
<PAGE>
                                   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, thereunto duly authorized.


                         WINTRUST FINANCIAL CORPORATION
                                  (Registrant)


Date:  February 11, 2000                     /s/ David A. Dykstra
                                             --------------------
                                             Executive Vice President
                                             & Chief Financial Officer

                                     - 3 -
<PAGE>

WINTRUST FINANCIAL CORPORATION
727 North Bank Lane, Lake Forest, Illinois 60045



NEWS RELEASE


FOR IMMEDIATE RELEASE                                           January 27, 2000
- ---------------------


FOR MORE INFORMATION CONTACT:
Edward J. Wehmer, President & Chief Executive Officer
David A. Dykstra, Executive Vice President & Chief Financial Officer
(847) 615-4096
Website address:  www.wintrust.com


                WINTRUST FINANCIAL CORPORATION DECLARES ITS FIRST
                -------------------------------------------------
                   SEMI-ANNUAL DIVIDEND PAYMENT AND ANNOUNCES
                   ------------------------------------------
                       COMMON STOCK BUYBACK AUTHORIZATION
                       ----------------------------------

         LAKE FOREST, ILLINOIS -- Wintrust Financial Corporation (the "Company")
(Nasdaq:  WTFC) today  reported  that its Board of Directors  approved its first
semi-annual cash dividend in the amount of $0.05 per share of outstanding common
stock. The dividend is payable on February 24, 2000 to shareholders of record as
of February 10, 2000.

         Additionally,  the Board of Directors  approved a stock buyback program
authorizing the purchase of up to 300,000 shares of the Company's  common stock,
from time to time,  in open market or  privately  negotiated  transactions.  The
shares authorized to be repurchased represent  approximately 3% of the Company's
currently outstanding shares. Shares repurchased, if any, would be available for
issuance under the Company's stock incentive plan,  employee stock purchase plan
and other corporate purposes.

         "Given the Company's increasing  profitability levels and the fact that
some investors have been with the Company for eight years,  we are pleased to be
commencing  the payment of  dividends,"  stated Edward J. Wehmer,  President and
Chief Executive  Officer.  "As a growing company,  we still intend to retain the
majority  of our  earnings  to fund  future  growth  and  continue  to build our
franchise," Mr. Wehmer added. As to the stock buyback authorization,  Mr. Wehmer
indicated that "current low stock valuation  conditions  relative to the banking
segment and to  Wintrust  Financial  Corporation  make a stock  buyback  program
attractive at this time for augmenting shareholder value."


                                    - more -
<PAGE>
         Wintrust is a $1.7 billion asset  financial  services  holding  company
whose  common stock is traded on the Nasdaq  Stock  Market(R).  Its six 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 and Trust Company,  Hinsdale Bank and Trust Company,  North Shore Community
Bank and  Trust  Company  in  Wilmette,  Libertyville  Bank and  Trust  Company,
Barrington  Bank and  Trust  Company,  N.A.,  and  Crystal  Lake  Bank and Trust
Company,  N.A..  The banks  also  operate  facilities  in Lake  Bluff,  Glencoe,
Winnetka,  Clarendon Hills,  Western Springs and Skokie,  Illinois.  The Company
also operates three 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.
Wintrust Asset Management Company, N.A., a trust subsidiary,  allows Wintrust to
service customers' trust and investment needs at each banking location.  Tricom,
Inc.  of  Milwaukee,  acquired in October  1999,  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.
Currently, Wintrust operates a total of 24 banking offices and is in the process
of constructing  one additional  branch facility.  All of the Company's  banking
subsidiaries are locally managed with large local boards of directors.  Wintrust
Financial Corporation has been one of the fastest growing de novo bank groups in
Illinois.

                                      # # #
<PAGE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission