DUBUQUE, Iowa & MADISON, Wisconsin – (COMMERCIAL THREAD) – Dupaco Community Credit Union (“Dupaco”) and Home Bancorp Wisconsin, Inc. (“Home Bancorp”) (OTCPK: HWIS), the holding company of Home Savings Bank, today announced that it has signed an agreement to definitive purchase and assumption agreement whereby Dupaco, headquartered in Dubuque, Iowa, will acquire the assets and assume the liabilities of Home Savings Bank in an all-cash transaction (the “Transaction”). After completion of the Transaction, Home Bancorp and Home Savings Bank will settle their remaining obligations and distribute their remaining cash (the “Liquidation”) to the shareholders of Home Bancorp. Home Savings Bank operates two bank branches in Madison, Wisconsin and had approximately $ 183 million in assets as of June 30, 2021. Dupaco currently operates 18 branches, including a branch in Platteville, Wisconsin, and has more than 143 000 members. This strategic acquisition will bring the total number of Dupaco branches to 20 and total assets to approximately $ 2.8 billion based on financial data as of June 30, 2021.
Home Bancorp was created as part of the mutual conversion into shares of Home Savings Bank in 2014. As part of this conversion, a liquidation account was created for the benefit of certain depositors of the Caisse d’Épargne Logement. It is expected that Home Savings Bank will pay the balance of this liquidation account to the holders of sub-accounts in connection with the Transaction and the Liquidation.
Home Bancorp currently estimates that upon completion of the liquidation its shareholders will receive between $ 26.47 and $ 27.32 in cash consideration for each Home Bancorp common share they own. The actual amount of consideration received by shareholders is subject to substantial variations depending, among other things, on the amount of corporate tax on the Transaction and Liquidation, including potential changes in general rates. corporate taxation, uncertainties regarding regulatory treatment and costs associated with the liquidation account, the future operating results of Home Savings Bank and whether it can achieve a minimum net worth at the close of the Transaction, the amount of cash held by Home Bancorp on Closing and the Costs Associated with the Dissolution of Home Savings Bank and Home Bancorp Based on these and other factors described below in the “Forward-Looking Statements” section, investors should not assume that the final consideration distributed to shareholders will be within the range indicated above.
The transaction has been unanimously approved by the boards of directors of both institutions and is expected to close in the second quarter of 2022, subject to customary closing conditions, Home Bancorp shareholder approval and regulatory approvals. The distribution of cash to the shareholders of Home Bancorp is currently expected to take place within 180 days of the completion of the Transaction, although delays in the process of dissolving Home Savings Bank and Home Bancorp could delay the distribution to shareholders.
Home Savings Bank has served its community since 1895. The two Home Savings Bank locations will function as Dupaco offices after the Transaction. The parties expect that customers of Home Savings Bank will be offered the opportunity to become members of Dupaco with full access to the wide range of products and services of the Credit Union as well as its largest Credit limit.
Dupaco President and CEO Joe Hearn said the proposed partnership is a clear cultural and geographic fit that will create improvements for Dupaco members and Home Savings Bank customers. “Dupaco and the Caisse d’Épargne Logement share similar values. Our combined organization will strengthen the foundations of a credit union that puts the well-being of our members, employees and communities first, ”said Hearn. “We recognize and value Home Savings Bank’s 125 year history, leadership and local market expertise. Hearn said a partnership with a proven financial institution like Home Savings Bank – with established service channels and customers – will allow Dupaco to immediately serve existing and new members along the Dubuque economic corridor to Madison. Since 2002, the credit union has operated a branch in Platteville, Wisconsin. Dupaco’s 112 counties already include Dane County, Wisconsin. “The bottom line is that on the first day the partnership will provide a positive financial return to all members of our cooperative, while simultaneously adding two branches to improve service to the thousands of Dupaco members who live and work in the southwest. from Wisconsin, ”Listen.
“For most of our 125-year history, Home Savings Bank has been structured as a mutual institution, focused on serving our members and our community,” said James Bradley, Chairman of the Board and CEO of Home Bancorp. I am excited about the opportunity to return to those roots as a credit union. According to Bradley, the current competitive market and increasing demands in the rapidly changing financial services industry have prompted the management of the bank and the board to determine that combining with a larger organization was the optimal strategy to serve multiple stakeholders today and in the future. ”We were drawn to Dupaco Community Credit Union’s commitment to delivering exceptional service to its members and through its outstanding investment in the people and communities it serves, “said Bradley.” We were impressed by the depth and breadth of the credit union’s history and success – we are honored to be a part of their bright future. ”
Additional information:
In connection with the proposed Transaction, Home Bancorp will provide its shareholders with a proxy and other relevant documents relating to the Transaction and the Liquidation. Home Bancorp shareholders are urged to read the Proxy Circular and other relevant documents as well as any amendments or supplements to these documents, as they will contain important information that should be considered before making any decision regarding the transaction. and liquidation. Home Bancorp shareholders will be able to obtain a copy of the proxy and any other relevant document on the Home Savings Bank website (www.home-savings.com).
Home Bancorp and Home Savings Bank are represented in this transaction by Hovde Group, LLC and Luse Gorman, PC, Washington, DC. Dupaco is represented by Olsen Palmer LLC and Howard and Howard, Chicago, Illinois.
About Dupaco Community Credit Union:
Dupaco Community Credit Union is a member-owned, nonprofit financial cooperative headquartered in Dubuque, Iowa. It is dedicated to the financial well-being of its members and specializes in personalized financial advice, financial advice and education. It offers savings, credit, investment, insurance and wealth management products to individuals and businesses. Dupaco serves residents of 112 counties in Iowa, northwestern Illinois, and southwestern Wisconsin. Founded in 1948 by ten employees of the Dubuque Packing Company, the membership has grown to over 143,000 with assets exceeding $ 2.6 billion. It has more than 600 employees and 18 branches, including Platteville, Wisconsin. Dupaco is a Community Development Financial Institution (CDFI). It’s a Forbes The best credit union in the state and a Register of Monks Better place to work. Learn more at www.dupaco.com.
About the Housing Savings Bank:
Home Savings Bank was established in 1895 as the Home Savings & Loan – a mutual savings bank to provide mortgage loans to homeowners, a role that Madison’s commercial banks of the day did not fulfill. With assets exceeding $ 180 million, it has nearly two dozen employees and operates two branches, one of which was Wisconsin’s first LEED-certified bank. Home Savings Bank has been recognized by the FDIC with an “outstanding” rating from the Community Reinvestment Act (CRA) for its record of lending to all income levels, especially low and moderate income, and its involvement in projects of. community development targeted at low-income neighborhoods and low-income residents. Learn more at www.home-savings.com.
Forward-looking statements
This press release contains forward-looking statements. Forward-looking statements include statements regarding the expected completion dates for the transaction and the liquidation. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. They often include words like “believe”, “expect”, “anticipate”, “estimate” and “intend” or future or conditional verbs such as “will”, “should”, “should”, “Could” or “could”. “There can be no assurance that the proposed Transaction with Dupaco will be completed, or that Home Bancorp shareholders will receive consideration within the range provided above in connection with the Liquidation if the Transaction is completed. Certain factors that could causing actual results to differ materially from expected results include delays in completing the transaction, uncertainties regarding the proper treatment and calculation of the liquidation account, corporate level tax expenditures and potential changes in tax laws , transaction expenses, additions to the Home Savings Bank’s provision for loan losses and other factors that could affect Home Savings Bank’s equity at closing, legislative and regulatory changes that negatively affect the activities in which Dupaco and Home Savings Bank are involved, changes in the s securities markets and other risks and uncertainties. Additionally, given its ongoing and dynamic nature, it is difficult to predict the full impact of the COVID-19 pandemic on Dupaco and Home Bancorp’s business and on the transaction. The extent of this impact will depend on future developments, which are highly uncertain, including when the coronavirus that caused the COVID-19 pandemic can be fully controlled and mitigated and when and how the economy can be fully reopened. Due to the COVID-19 pandemic and the adverse local and national economic consequences that result from it, our forward-looking statements are subject to additional risks, uncertainties and assumptions. Except as required by law, none of Dupaco, Home Savings Bank or Home Bancorp undertakes to update a forward-looking statement to reflect circumstances or events that occur after the date of the forward-looking statement.
