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Wintrust Financial Corporation Announces $425 Million Public Offering of Series F Preferred Stock Depositary Shares

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Wintrust Financial Announces $425 Million Public Offering

Wintrust Financial priced a $425 million public offering of depositary shares, expected to close on May 22, 2025.

Offering Details

Wintrust Financial Corporation has priced an underwritten public offering of 17 million depositary shares, each having a liquidation preference of $25.00, totaling gross proceeds of $425 million. These depositary shares represent a 1/1,000th interest in Wintrust’s 7.875% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series F. The offering is set to close on May 22, 2025, pending customary conditions. Funds raised will be allocated for general corporate purposes, including potential redemptions of existing preferred stock, subject to Federal Reserve approval. The company plans to list the depositary shares on The Nasdaq Global Select Market under the symbol “WTFCN.” RBC Capital Markets serves as the sole book-running manager for this offering, conducted under an effective shelf registration statement with the SEC.

Advantages of the Offering

  • The successful pricing indicates strong investor interest and illustrates Wintrust’s financial stability.
  • This offering supports Wintrust’s strategy to potentially redeem outstanding preferred shares, which may enhance its capital structure.
  • Listing on The Nasdaq Global Select Market could increase the company’s visibility, attracting a wider investor base.

Considerations and Risks

  • Wintrust’s necessity to redeem outstanding preferred shares suggests potential financial strain or restructuring needs.
  • The requirement for Federal Reserve approvals for redeeming preferred stock introduces uncertainty to the offering’s future execution.
  • Relying on general corporate purposes for the raised funds raises concerns about the company’s financial strategy and stability.

Frequently Asked Questions

What are the gross proceeds from Wintrust’s public offering?

Wintrust has reported gross proceeds of $425 million from the offering of 17 million depositary shares.

When is the expected closing date for the offering?

The expected closing date for the offering is May 22, 2025, subject to customary conditions.

What will Wintrust use the net proceeds for?

Net proceeds will be used for general corporate purposes, including potential redemptions of Series D and E preferred stock.

Which financial institutions are involved in managing the offering?

RBC Capital Markets is the sole book-running manager, with co-managers including Keefe, Bruyette & Woods, Piper Sandler, and US Bancorp.

Where can investors find the prospectus for the offering?

Investors can find the prospectus supplement and accompanying prospectus through EDGAR on the SEC’s website or by contacting RBC Capital Markets.

Recent $WTFC Insider Trading Activity

Insiders at Wintrust Financial have conducted 15 trades of $WTFC stock in the past six months, comprised of 3 purchases and 12 sales.

  • DAVID A DYKSTRA (VICE CHAIRMAN AND COO): 0 purchases, 2 sales totaling 13,693 shares for an estimated $1,725,316.
  • RICHARD B MURPHY (VICE CHAIR, CHIEF LENDING OFC): 0 purchases, 2 sales totaling 10,352 shares for an estimated $1,304,182.
  • DAVID L STOEHR (CHIEF FINANCIAL OFFICER): 0 purchases, 2 sales totaling 7,679 shares for an estimated $967,419.
  • KATHLEEN M BOEGE (EVP, GENERAL COUNSEL AND SEC): 2,032 shares sold for an estimated $266,821.
  • JEFFREY D HAHNFELD (EVP-CONTROLLER & CHIEF ACC OFF): 0 purchases, 4 sales totaling 1,837 shares for an estimated $238,382.
  • DAVID ERIC LEE (EXECUTIVE VICE PRESIDENT): 1,548 shares sold for an estimated $192,106.
  • EDWARD J WEHMER (FOUNDER AND SENIOR ADVISOR): 3 purchases totaling 1,929 shares for an estimated $48,552.

Recent $WTFC Hedge Fund Activity

In the last quarter, 212 institutional investors increased their positions in $WTFC stock, while 205 reduced their holdings.

  • EARNEST PARTNERS LLC added 1,313,186 shares (+inf%) for an estimated $163,767,426.
  • SEI INVESTMENTS CO added 505,293 shares (+261.4%) for an estimated $63,015,090.
  • ALYESKA INVESTMENT GROUP, L.P. added 414,991 shares (+inf%) for an estimated $51,753,527.
  • CITADEL ADVISORS LLC removed 361,300 shares (-99.1%) for an estimated $45,057,723.
  • FIRST TRUST ADVISORS LP added 337,763 shares (+36.5%) for an estimated $42,122,423.
  • BANK OF AMERICA CORP /DE/ added 320,954 shares (+55.6%) for an estimated $40,026,173.
  • DIMENSIONAL FUND ADVISORS LP removed 298,766 shares (-9.1%) for an estimated $37,259,107.

$WTFC Analyst Ratings

Recent reports from Wall Street analysts indicate that 3 firms issued buy ratings on $WTFC, with no firms issuing sell ratings.

  • Raymond James issued a “Strong Buy” rating on 04/23/2025.
  • Barclays issued an “Overweight” rating on 01/23/2025.
  • RBC Capital issued an “Outperform” rating on 01/08/2025.

$WTFC Price Targets

Two analysts have recently established price targets for $WTFC, with a median target set at $142.0.

  • David Long from Raymond James set a target price of $143.0 on 04/23/2025.
  • Nathan Race from Piper Sandler set a target price…

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Wintrust Financial Announces $425 Million Public Offering of Depositary Shares

Offering Details

ROSEMONT, Ill., May 08, 2025 (GLOBE NEWSWIRE) — Wintrust Financial Corporation (“Wintrust”) (Nasdaq: WTFC) has priced an underwritten public offering of 17 million depositary shares, each with a liquidation preference of $25.00. This offering is expected to generate gross proceeds of $425 million before deducting underwriting discounts and other estimated expenses. Each Depositary Share represents a 1/1,000th interest in Wintrust’s 7.875% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series F. The closing date for this offering is anticipated to be May 22, 2025, subject to standard closing conditions.

Use of Proceeds

The net proceeds from this offering will primarily support general corporate purposes. This may include redeeming all or part of Wintrust’s outstanding Series D and Series E preferred stocks, pending approval from the Federal Reserve.

Market Listing Plans

Wintrust plans to list the Depositary Shares on The Nasdaq Global Select Market under the symbol “WTFCN.”

Management Involvement

RBC Capital Markets serves as the sole book-running manager, while Keefe, Bruyette & Woods (A Stifel Company), Piper Sandler, and US Bancorp act as co-managers for this offering.

Regulatory Framework

This offering occurs under an effective shelf registration statement filed with the U.S. Securities and Exchange Commission (SEC). Sales will be made only via a prospectus supplement alongside the registration statement. Prospective investors are urged to review these documents for comprehensive information regarding Wintrust and the offering. Access to the prospectus supplement can be obtained by visiting EDGAR on the SEC’s website at www.sec.gov or by contacting RBC Capital Markets, LLC toll-free at 1-866-375-6829.

Legal Disclaimer

This press release is not an offer to sell or a solicitation to buy any securities. Additionally, sales of these securities will not occur in any jurisdiction where the offer or sale would be unlawful prior to proper registration or qualification under the securities laws of that jurisdiction.

About Wintrust

Wintrust is a financial holding company with common stock traded on NASDAQ. The company adopts a “Different Approach, Better Results” philosophy, blending the capabilities of a large bank with a community banking experience. Wintrust operates over 200 retail banking locations through 16 community bank subsidiaries across regions such as greater Chicago, southern Wisconsin, and southwest Florida. They also manage various non-bank business units that offer services like residential mortgage origination and wealth management.

Forward-Looking Statements

This release contains forward-looking statements under federal securities laws, which include anticipated outcomes from the public offering and the expected use of proceeds. These statements reflect management’s expectations and beliefs, based on certain assumptions. Investors should note that actual results may differ substantially. Discussions of relevant risks can be found in Wintrust’s preliminary prospectus supplement dated May 8, 2025, and other SEC filings. Forward-looking information is subject to change and Wintrust does not commit to updating statements except as legally required.

Contact Information

Timothy S. Crane, President & Chief Executive Officer

David A. Dykstra, Vice Chairman & Chief Operating Officer

(847) 939-9000

Source: Wintrust Financial Corporation

The views and opinions expressed herein are solely those of the author and do not necessarily reflect those of Nasdaq, Inc.

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