Wintrust Financial Corp. Enters Material Agreement

TL;DR

Wintrust just signed a big deal, could affect preferred stock.

AI Summary

On August 29, 2024, Wintrust Financial Corp. entered into a material definitive agreement related to its Series D Preferred Stock. This filing also indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant.

Why It Matters

This filing signals a significant financial transaction or obligation for Wintrust Financial Corp., which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement and a financial obligation, which inherently carries some level of risk and requires further investigation into the specifics of the agreement.

Key Players & Entities

• WINTRUST FINANCIAL CORP (company) — Registrant
• August 29, 2024 (date) — Date of earliest event reported
• Series D Preferred Stock (financial_instrument) — Subject of material definitive agreement

FAQ

Key Financial Figures

• $520 million — facility limit has been increased from $520 million to $650 million. The Amendment also inc
• $650 million — has been increased from $520 million to $650 million. The Amendment also includes technical

Filing Documents

• wtfc-20240829.htm (8-K) — 36KB
• ex101twelfthamendingagreem.htm (EX-10.1) — 19KB
• ex102performanceguaranteec.htm (EX-10.2) — 6KB
• ex103firstinsurancefeelett.htm (EX-10.3) — 43KB
• 0001015328-24-000194.txt ( ) — 286KB
• wtfc-20240829.xsd (EX-101.SCH) — 3KB
• wtfc-20240829_def.xml (EX-101.DEF) — 16KB
• wtfc-20240829_lab.xml (EX-101.LAB) — 28KB
• wtfc-20240829_pre.xml (EX-101.PRE) — 16KB
• wtfc-20240829_htm.xml (XML) — 5KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On August 29, 2024, an indirect subsidiary of Wintrust Financial Corporation ("Wintrust"), First Insurance Funding of Canada Inc. ("First Canada) entered into the Twelfth Amending Agreement, dated as of August 29, 2024 (the "Amendment") to the Receivables Purchase Agreement dated as of December 16, 2014 (as amended, the "Receivables Purchase Agreement") by and between First Canada and CIBC Mellon Trust Company, in its capacity as trustee of Plaza Trust ("Plaza Trust"), by its financial services agent, Royal Bank of Canada. Pursuant to the Amendment, the Commitment Maturity Date of the Receivables Purchase Agreement has been extended to December 15, 2025 and the facility limit has been increased from $520 million to $650 million. The Amendment also includes technical and ministerial changes. Additionally, pursuant to a Performance Guarantee dated as of December 16, 2014, and confirmed as of August 29, 2024, made by Wintrust in favor of Plaza Trust ("Amendment of Performance Guarantee"), Wintrust guarantees the performance of First Canada of its obligations under the Receivables Purchase Agreement and any subsequent amendments thereto. Lastly, a Fee Letter by Plaza Trust dated August 29, 2024 ("Amendment of Fee Letter") replaces the fee letter dated May 31, 2023 and modifies the fund costs, rates, notices and fees. The foregoing descriptions of the Amendment, Amendment of Performance Guarantee, and Amendment of Fee Letter are qualified in their entirety by the full text of such agreements, which are attached hereto as Exhibits 10.1, 10.2, and 10.3, respectively, and are incorporated herein by reference. Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information provided in Item 1.01 is incorporated by reference herein.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 T wel fth Amending Agre em ent, dated as of August 29, 2024 by and b e tween First Insuran ce F unding of Canad a Inc. and CIBC Mellon Trust Company, in its capacity as trustee of Pla za Trust, by its Financial Service Agen t, Roy al Bank of Canada. 10.2 Performance Guarantee Confirmation made as of August 24, 2024 by Wintrust Financial Corporation in favor of CIBC Mellon Trust Company, Plaza Trust. 10.3 Fee Letter dated as of August 29, 2024 by CIBC Mellon Trust Company, in its capacity as trustee of Plaza Trust, by its Financial Service Agent, Royal Bank of Canada and acknowledged by First Insurance Funding of Canada Inc. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2 Signature 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. WINTRUST FINANCIAL CORPORATION (Registrant) By: /s/Kathleen M. Boege Kathleen M. Boege Executive Vice President, General Counsel and Corporate Secretary Date: August 29, 2024 3

View Full Filing

View this 8-K filing on SEC EDGAR