Alerus Financial to Acquire Wealth Management Firm

TL;DR

Alerus buying a wealth manager to boost its services.

AI Summary

Alerus Financial Corporation (Alerus) announced on September 26, 2024, that it has entered into a definitive agreement to acquire a wealth management firm. The acquisition is expected to close in the fourth quarter of 2024 and will be funded through a combination of cash and Alerus common stock. This strategic move aims to expand Alerus's wealth management capabilities and client base.

Why It Matters

This acquisition signifies Alerus's strategic growth in the wealth management sector, potentially enhancing its service offerings and market position.

Risk Assessment

Risk Level: medium — Acquisitions carry inherent risks related to integration, valuation, and market reception.

Key Players & Entities

• Alerus Financial Corporation (company) — Registrant
• September 26, 2024 (date) — Date of earliest event reported
• fourth quarter of 2024 (date) — Expected closing of acquisition

FAQ

Key Financial Figures

• $1.00 — nge on which registered Common Stock, $1.00 par value per share ALRS The Nasdaq

Filing Documents

• tm2424767d1_8k.htm (8-K) — 39KB
• tm2424767d1_ex99-1.htm (EX-99.1) — 16KB
• tm2424767d1_ex99-1img001.jpg (GRAPHIC) — 4KB
• tm2424767d1_ex99-1img002.jpg (GRAPHIC) — 4KB
• 0001104659-24-103191.txt ( ) — 246KB
• alrs-20240926.xsd (EX-101.SCH) — 3KB
• alrs-20240926_lab.xml (EX-101.LAB) — 33KB
• alrs-20240926_pre.xml (EX-101.PRE) — 22KB
• tm2424767d1_8k_htm.xml (XML) — 4KB

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On September 26, 2024, Alerus Financial Corporation, a Delaware corporation (the "Company"), and HMN Financial, Inc., a Delaware corporation ("HMNF"), issued a joint press release announcing the results of the special meetings of their respective stockholders, and the receipt of regulatory approval of the merger of HMNF with and into the Company, with the Company as the surviving corporation (the "Merger"). A copy of the press release is attached to this report as Exhibit 99.1, which is incorporated herein by reference. The information furnished pursuant to this Item and the related exhibit are being "furnished" and will not, except to the extent required by applicable law or regulation, be deemed "filed" by the Company for purposes of Section 18 of the Exchange Act, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing. Special Note Concerning Forward-Looking Statements This report contains "forward-looking the anticipated future performance of the Company and HMNF and certain plans, expectations, goals, projections and benefits relating to the Merger, all of which are subject to numerous assumptions, risks and uncertainties. These statements are often, but not always, identified by words such as "may," "might," "should," "could," "predict," "potential," "believe," "expect," "continue," "will," "anticipate," "seek," "estimate," "intend," "plan," "projection," "would," "annualized," "target" and "outlook," or the negative version of those words or other comparable words of a future or forward-looking nature. Examples of forwar

Forward-looking statements

Forward-looking statements are not historical facts but instead express only management's beliefs regarding future results or events, many of which, by their nature, are inherently uncertain and outside of management's control. It is possible that actual results and outcomes may differ, possibly materially, from the anticipated results or outcomes indicated in these forward-looking statements. In addition to factors disclosed in reports filed by the Company and HMNF with the SEC, risks and uncertainties for the Company, HMNF and the combined company that may cause actual results or outcomes to differ materially from those anticipated include, but are not limited to: (1) the possibility that any of the anticipated benefits of the proposed Merger will not be realized or will not be realized within the expected time period; (2) the risk that integration of HMNF's operations with those of the Company will be materially delayed or will be more costly or difficult than expected; (3) the parties' inability to meet expectations regarding the timing of the proposed Merger; (4) changes to tax legislation and their potential effects on the accounting for the Merger; (5) the failure to satisfy other conditions to completion of the proposed Merger; (6) the failure of the proposed Merger to close for any other reason; (7) diversion of managements' attention from ongoing business operations and opportunities due to the proposed Merger; (8) the challenges of integrating and retaining key employees; (9) the effect of the announcement of the proposed Merger on the Company's, HMNF's or the combined company's respective customer and employee relationships and operating results; (10) the possibility that the proposed Merger may be more expensive to complete than anticipated, including as a result of unexpected factors or events; (11) the amount of HMNF's stockholders' equity as of the closing date of the Merger and any potential downward adjustment in the exchange ratio; (12) the diluti

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Press Release of Alerus Financial Corporation and HMN Financial, Inc., dated September 26, 2024 104 Cover Page Interactive Data File (embedded within the inline XBRL document)

SignatureS

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 hereunto duly authorized. Date: September 26, 2024 Alerus Financial Corporation By: /s/ Katie A. Lorenson Name: Katie A. Lorenson Title: President and Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR