Ottawa Savings Bancorp, the parent company for Ottawa Savings Bank, has announced today that its Board of Directors, together with the Board of Directors of Ottawa Savings Bancorp MHC and the Bank, have unanimously adopted a Plan of Conversion and Reorganization.
Pursuant to the Plan of Conversion, the MHC will sell its majority ownership in the Company to the public and the Company, which is currently in the mutual holding company structure, will reorganize to a fully public stock holding company in a transaction commonly referred to as a "second step" conversion.
As part of the second step conversion, the Bank will become a wholly owned subsidiary of a new holding company, which will be named Ottawa Bancorp.
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 May 31, 2015 will have first priority to purchase the shares of common stock of the new holding company.
Ottawa Savings Bank president and chief executive officer Jon Kranov stated: "Our Board of Directors and management team believe this transaction will position us well into the future to serve our markets far beyond our existing capabilities and we are excited about the opportunities this organizational structure will bring to our shareholders and customers."
The second step conversion will be subject to approval by the depositors and certain borrowers of the Bank, by the Company’s shareholders (including the approval of a majority of the shares held by persons other than the MHC) and by the Board of Governors of the Federal Reserve System.
Information, including the details of the offering and business and financial information about the Company and the Bank, will be provided in proxy materials and a prospectus when the offering commences, which is expected to be during the third quarter of 2016.
