Market Overview

NorthWest Indiana Bancorp and AJS Bancorp, Inc. Announce Signing of Definitive Merger Agreement


NorthWest Indiana Bancorp (OTC:NWIN) ("NWIN"), the parent of
Peoples Bank SB, and AJS Bancorp, Inc. (OTC:AJSB) ("AJSB")
announced today they have executed a definitive merger agreement whereby
NWIN will acquire AJSB and its wholly-owned subsidiary, A.J. Smith
Federal Savings Bank, of Midlothian, Illinois, in a stock and cash
transaction. A copy of the definitive agreement is available as Exhibit
2.1 to the Form 8-K filed by NWIN today with the Securities Exchange
Commission (the "SEC") at the SEC's internet site (

Under the terms of the merger agreement, stockholders of AJSB who hold
100 or more shares of AJSB common stock will receive 0.2030 shares of
NWIN's common stock and $7.20 in cash for each issued and outstanding
share of AJSB common stock, subject to possible adjustment, for total
consideration that consists of approximately 55% stock and 45% cash.
Stockholders of AJSB holding less than 100 shares of AJSB common stock
will have the right to receive $16.00 in cash and no stock consideration
for each share of AJSB common stock. Based on NWIN's closing stock price
of $43.00 as of July 30, 2018, the merger consideration has an aggregate
value of approximately $34.6 million, which represents approximately
109% of tangible book value, and which includes unallocated shares held
by the AJSB Employee Stock Ownership Plan ("ESOP"), some of which will
be cancelled at closing in order to satisfy the ESOP's outstanding loan

AJSB is a savings and loan holding company headquartered in Midlothian,
Illinois with total consolidated assets of $191.8 million as of June 30,
2018. A. J. Smith Federal Savings Bank was established in 1924 and
serves the Chicagoland metropolitan market with three full service

"We are excited about this deal, and it is a great strategic, financial,
and cultural fit. A.J. Smith was founded on the same principles as
Peoples Bank – to serve its community – and this merger allows us to
continue that tradition. It also grows our position in the South
Suburban Chicagoland and Northwest Indiana markets as a locally managed,
community focused financial institution. I look forward to working with
Jerry Weberling, chief executive officer and chief financial officer of
A.J. Smith, along with our Bank's team to integrate the two companies
and better serve our combined customers and communities," said Benjamin
Bochnowski, President and Chief Executive Officer.

"I am proud to announce the signing of a definitive agreement for our
second acquisition, in less than six months, in the Chicagoland market.
Our strategic goal has been to build a physical presence in that market,
and, upon completion, this acquisition will give us six full-service
Banking Centers in South Suburban Chicagoland. With 22 Banking Centers
total, and $1.3 billion in assets, we will have the resources to fully
serve our customers and deliver on our mission to help our customers and
communities be more successful," said Bochnowski.

"We are excited about the opportunity to become part of the Peoples Bank
family and believe this partnership will be good for our customers,
shareholders, employees and communities," said Jerry A. Weberling,
AJSB's Chief Executive Officer, President and Chief Financial Officer.
"Joining forces with Peoples Bank will greatly enhance our product and
service offerings and significantly expand our delivery channels. Our
customers will benefit from Peoples Bank's broader suite of products and
services, including expanded commercial lending, trust and wealth
management, mobile banking and mortgage banking services. The core
values of both companies share a commitment to personal service,
long-term relationships and community involvement."

NWIN expects the merger to be approximately $0.25 accretive to 2019
earnings per share (excluding one-time deal related charges),
approximately 0.8% dilutive to tangible book value at closing, and
expects the tangible book value earnback to be approximately 2.2 years
using the cross-over method. Upon closing of the transaction, both
Peoples Bank and NWIN expect to remain above well-capitalized standards
on all regulatory capital ratios.

The merger is expected to be completed early in the first quarter of
2019, subject to approval by bank regulatory authorities and the
shareholders of AJSB, as well as the satisfaction of other customary
closing conditions. Additionally, A.J. Smith Federal Savings Bank will
be merged with and into Peoples Bank, and the combined operations will
be continued under the Peoples Bank name.

NWIN was advised by Stephens Inc. and Barnes & Thornburg LLP as legal
counsel. AJSB was advised by, and received a fairness opinion from,
Keefe Bruyette & Woods, and was advised by Luse Gorman, PC as legal

About NorthWest Indiana Bancorp

NorthWest Indiana Bancorp is a locally managed and independent financial
holding company headquartered in Munster, Indiana, whose activities are
primarily limited to holding the stock of Peoples Bank. Peoples Bank
provides a wide range of personal and business financial services from
its 19 locations in Lake and Porter Counties in Northwest Indiana and
South Suburban Chicagoland. NorthWest Indiana Bancorp's common stock is
traded on the OTC Bulletin Board and the OTC Pink Marketplace under the
symbol NWIN. The website provides information on
Peoples Bank's products and services, and NorthWest Indiana Bancorp's
investor relations.

About AJS Bancorp

AJS Bancorp, Inc. is a savings and loan holding company headquartered in
Midlothian, Illinois. AJSB's subsidiary, A.J. Smith Federal Savings
Bank, is a retail customer-oriented institution, operating from its main
office in Midlothian, Illinois, and two branch offices in Orland Park,
Illinois whose primary business activity is the origination of one- to
four-family real estate loans funded with a variety of consumer deposit
accounts. Information about A.J. Smith's products and services can be
found on its website,

Forward-Looking Statements

This press release may contain forward-looking statements regarding the
financial performance, business prospects, growth and operating
strategies of NWIN and AJSB. For these statements, each of NWIN and AJSB
claims the protections of the safe harbor for forward-looking statements
contained in the Private Securities Litigation Reform Act of 1995.
Statements in this communication should be considered in conjunction
with the other information available about NWIN and AJSB, including the
information in the filings NWIN makes with the SEC. Forward-looking
statements provide current expectations or forecasts of future events
and are not guarantees of future performance. The forward-looking
statements are based on management's expectations and are subject to a
number of risks and uncertainties. Forward-looking statements are
typically identified by using words such as "anticipate," "estimate,"
"project," "intend," "plan," "believe," "will" and similar expressions
in connection with any discussion of future operating or financial

Although management believes that the expectations reflected in such
forward-looking statements are reasonable, actual results may differ
materially from those expressed or implied in such statements. Risks and
uncertainties that could cause actual results to differ materially
include: ability to obtain regulatory approvals and meet other closing
conditions to the merger, including approval by AJSB's shareholders;
delay in closing the merger; difficulties and delays in integrating
NWIN's and AJSB's businesses or fully realizing cost savings and other
benefits; business disruption following the merger; changes in asset
quality and credit risk; the inability to sustain revenue and earnings
growth; changes in interest rates and capital markets; inflation;
customer acceptance of NWIN's and AJSB's products and services; customer
borrowing, repayment, investment, and deposit practices; customer
disintermediation; the introduction, withdrawal, success, and timing of
business initiatives; competitive conditions; the inability to realize
cost savings or revenues or to implement integration plans and other
consequences associated with mergers, acquisitions, and divestitures;
economic conditions; and the impact, extent, and timing of technological
changes, capital management activities, and other actions of the Federal
Reserve Board and legislative and regulatory actions and reforms.
Additional factors that could cause actual results to differ materially
from those expressed in the forward-looking statements are discussed in
NWIN's reports (such as the Annual Report on Form 10-K, Quarterly
Reports on Form 10-Q and Current Reports on Form 8-K) filed with the SEC
and available at the SEC's Internet website (
All subsequent written and oral forward-looking statements concerning
the proposed transaction or other matters attributable to NWIN or AJSB
or any person acting on their behalf are expressly qualified in their
entirety by the cautionary statements above. Except as required by law,
NWIN and AJSB do not undertake any obligation to update any
forward-looking statement to reflect circumstances or events that occur
after the date the forward-looking statement is made.

Important Additional Information for Shareholders and Where to
Find It

In connection with the proposed merger, NWIN will file with the SEC a
Registration Statement on Form S-4 that will include a Proxy Statement
of AJSB and a Prospectus of NWIN (the "Proxy Statement/Prospectus"), as
well as other relevant documents concerning the proposed transaction.

The Proxy Statement/Prospectus and other relevant materials (when they
become available), and any other documents NWIN has filed with the SEC,
may be obtained free of charge at the SEC's website at
In addition, investors and security holders may obtain copies of the
documents NWIN has filed with the SEC, free of charge, from NWIN at
under the tab "Investor Relations – SEC Filings." Alternatively, these
documents, when available, can be obtained free of charge from NWIN upon
written request to NorthWest Indiana Bancorp, Attn: Shareholder
Services, 9204 Columbia Avenue, Munster, Indiana 46321, or by calling
(219) 836-4400, and from AJSB upon written request to AJS Bancorp,
Inc.., Attn: Jerry A. Weberling, 14757 S. Cicero Avenue, Midlothian,
Illinois 60445, or by calling (708) 687-7400. The information available
through NWIN's website is not and shall not be deemed part of this press
release or incorporated by reference into other filings NWIN makes with
the SEC.

NWIN and AJSB and certain of their directors and executive officers may
be deemed to be participants in the solicitation of proxies from the
shareholders of AJSB in connection with the proposed merger. Information
about the directors and executive officers of NWIN is set forth in
NWIN's Annual Report on Form 10-K filed with the SEC on February 20,
2018, and in the proxy statement for NWIN's 2018 annual meeting of
shareholders, as filed with the SEC on Schedule 14A on March 12, 2018.
Additional information regarding the interests of these participants and
any other persons who may be deemed participants in the transaction may
be obtained by reading the Proxy Statement/Prospectus regarding the
proposed merger when it becomes available. Free copies of this document
may be obtained as described in the preceding paragraph.

This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of any
vote or approval.

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