Bank First’s Merger With Tomah Bancshares


Sandler O’Neill + Partners, L.P. served as financial advisor to Bank First and Barack Ferrazzano Kirschbaum & Nagelberg LLP served as legal counsel. Vining Sparks IBG, LP served as financial advisor to Timberwood Bank and Godfrey & Kahn S.C. served as legal counsel.

The Wisconsin-based Bank First Corporation (Nasdaq: BFC) (“Bank First”) — the holding company of Bank First, N.A — signed a definitive agreement to acquire Tomah Bancshares, Inc. (“Tomah”), in an all-stock merger transaction.

Under the deal, each Tomah shareholder will receive 5.1445 Bank First common shares for each Tomah common share they own, subject to possible adjustment.

Tomah, parent company of Timberwood Bank, had approximately $193 million in consolidated assets, $127 million in net loans, $155 million in consolidated deposits, and $20 million in consolidated shareholders’ equity as of September 30, 2019. Based on these numbers, as of September 30, 2019, the combined company will have total assets of approximately $2.4 billion, net loans of approximately $1.8 billion, and deposits of approximately $2.0 billion.

The deal is expected to close Spring 2020, subject to customary conditions including regulatory approval and approval by Timberwood Bank shareholders.

Godfrey & Kahn S.C. advised Timberwood Bank on the deal.

The Barack Ferrazzano team advising Bank First was led by Robert M. Fleetwood (Picture) with assistance by Neil R. Patel. Compensation and employment matters were handled by K.C. Klagos and Andrew J. Gordon.

Involved fees earner: Robert Fleetwood – Barack Ferrazzano; Andrew Gordon – Barack Ferrazzano; K.C. Klagos – Barack Ferrazzano; Neil Patel – Barack Ferrazzano;

Law Firms: Barack Ferrazzano;

Clients: Bank First National Corporation;

Author: Ambrogio Visconti