Burr Ridge Firm Beats Back Sale Effort

BURR RIDGE, IL – Burr Ridge-based BankFinancial's shareholders last week defeated an effort to look into selling the company, a trade publication reported.

Henryk Walczak, a major shareholder, asked that the company hire an investment banking firm to merge or sell BankFinancial, according to his filing.

Last week, shareholders voted down the proposal 2-to-1, S&P Global Market Intelligence reported.

The bank holding company's headquarters are at 60 N. Frontage Road in Burr Ridge.

According to Walczak's filing, BankFinancial has failed to earn a satisfactory return on stockholders' investments since the 2005 initial public offering.

"BankFinancial's disappointing performance is evidenced in the price of the stock," Walczak said.

The stock closed at $8.58 on July 20, 2023 – the day the proposal was submitted – a little over half of what it traded for the day after it was first publicly traded in 2005, the filing says.

"Banks similar to BankFinancial have merged with larger financial institutions, and stockholders of the acquired banks have received significant premiums over the pre-merger market price of their shares," Walczak said.

In its filing, the company's board of directors opposed Walczak's proposal. But the board said it has remained open for many years to considering and possibly pursuing business combinations.

The board said Walczak's proposal omitted key facts. Since the initial public offering, BankFinancial has paid $86 million in total dividends to stockholders and returned $169 million in cash to stockholders through the company's repurchase of shares, the board said.

The company, the directors said, has a "demonstrated ability to improve earnings," which provides "meaningful prospects for future improvements in its market share price and in its ultimate franchise value in a business combination."

At the shareholder meeting, Cassandra Francis and Terry Wells were elected as directors, but most of the votes were withheld rather than cast in support, according to S&P Global Market Intelligence.