Waterstone Financial, Inc. Announces Plan To Sell Additional Stock And Convert
To Fully Public Company
WAUWATOSA, Wis., June 6, 2013
WAUWATOSA, Wis., June 6, 2013 /PRNewswire/ -- Waterstone Financial, Inc. (the
"Company") (NasdaqGS: WSBF), the parent company for WaterStone Bank SSB (the
"Bank"), announced today that its Board of Directors, together with the Boards
of Directors of Lamplighter Financial, MHC (the "MHC") and the Bank, have
unanimously adopted a Plan of Conversion and Reorganization (the "Plan of
Pursuant to the Plan of Conversion, the MHC will sell its majority ownership
in the Company in a "second-step" stock offering. Simultaneously, the
Company, which is currently in the mutual holding company structure, will
reorganize to a fully public stock holding company.
As part of the conversion and reorganization, the Bank will become a wholly
owned subsidiary of a new holding company, which also will be named Waterstone
Financial, Inc. Shares of common stock of the Company held by persons other
than the MHC (whose shares will be canceled) will be converted into shares of
common stock of the new holding company pursuant to an exchange ratio intended
to preserve the percentage ownership interests of such persons. In the stock
offering, depositors of the Bank with qualifying deposits as of December 31,
2011 will have first priority to purchase the shares of common stock.
The transactions contemplated by the Plan of Conversion are subject to
approval by the Company's stockholders (including approval by a majority of
the shares held by persons other than the MHC), the voting members of the MHC
(depositors of the Bank), the Board of Governors of the Federal Reserve System
and the Wisconsin Department of Financial Institutions.
A prospectus or proxy statement/prospectus, as applicable, and other proxy
materials containing detailed information relating to the Plan of Conversion,
details of the offering, and business and financial information about the
Company will be sent to stockholders of the Company and members of the MHC
(depositors of the Bank) following regulatory approval.
Waterstone Financial, Inc. is a single-bank, thrift holding company
headquartered in Wauwatosa, Wisconsin. With $1.63 billion in assets at March
31, 2013, the Bank has eight community bank branches in the metropolitan
Milwaukee market and mortgage banking offices in 12 states around the country.
This release is neither an offer to sell nor a solicitation of an offer to buy
common stock. The offer is made only by the prospectus when accompanied by a
stock order form. The shares of common stock of the new holding company are
not savings accounts or savings deposits, may lose value and are not insured
by the Federal Deposit Insurance Corporation or any other government agency.
This press release contains certain forward-looking statements about the
conversion and reorganization. Forward-looking statements include statements
regarding anticipated future events and can be identified by the fact that
they do not relate strictly to historical or current facts. They often
include words such as "believe," "expect," "anticipate," "estimate," and
"intend" or future or conditional verbs such as "will," "would," "should,"
"could," or "may." Forward-looking statements, by their nature, are subject
to risks and uncertainties. Certain factors that could cause actual results
to differ materially from expected results include delays in consummation of
the Plan of Conversion and Reorganization, difficulties in selling the shares
of stock, increased competitive pressures, changes in the interest rate
environment, general economic conditions or conditions within the securities
markets, and legislative and regulatory changes that could adversely affect
SOURCE Waterstone Financial, Inc.
Contact: Anne Kahl, +1-414-459-4183, firstname.lastname@example.org
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