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Deal Overview

Buyer:
Wintrust Financial Corporation
Actual Acquirer:
Wintrust Financial Corporation
Target:
Northview Financial Corporation
Deal Type:
Bank & Thrift Company
Agreement Date:
5/10/2004
Announcement Date:
5/10/2004
Announced Deal Value ($ M):
47.79
Status:
Completed
Completion Date:
9/30/2004
Announced Deal Value Per Share ($ )
275.00

Consideration Breakout
Cash ($M) 21.5
Common Stock ($M) 28.2
Common Stock Issued 475,148

Deal Pricing Ratios

Announcement Completion
Price / Book (%) 258.4 255.9
Price / Tangible Book (%) 283.7 279.6
Price / Earnings (x) 24.1 28.6
Price / Deposits (%) 16.88 17.57
Price / Assets (%) 14.12 14.84
Tangible Book Premium/ Deposits (%) 15.28 15.48
Deal Terms
Description of Consideration

Wintrust paid $123.75 in cash and issued 2.8646 shares for each share of Northview. Had Wintrust stock traded between $42.80 and $52.80, it would have paid $151.25 in stock and $123.75 in cash for each Northview share.

Accounting Method Purchase
In-State Transaction? Yes
Merger of Equals? No
Geographic Expansion? In Market
Goodwill Generated ($ 000) 32,645
Estimated Cost Savings (%) NA
Estimated Cost Savings ($ 000) NA
Est. Restructuring Charges ($ 000) NA
Maximum Termination Fee ($ 000) 1,000
Minimum Termination Fee ($ 000) 0
Exchange Ratio (Common For Common) NA
Exchange Ratio (Common For Preferred) NA
Exchange Ratio (Preferred For Common) NA
Exchange Ratio (Preferred For Preferred) NA
Lockup Agreement No
Strike Price ($ ) NA
% of Shares Outstanding NA
Shares Under Option NA
Core Deposit Intangibles ($ 000) 1,584
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer No NA
Seller Yes William Blair & Co. L.L.C.
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Schiff Hardin LLP
Seller Yes Vedder Price PC
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