BNCCORP, Inc. (BNCC)

[malodious]

Proxy fight coming?
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PL Capital Group Announces Its Intent to Nominate Martin Alwin as a Director of BNCCORP, INC. - https://www.prnewswire.com/news-releases/the-pl-capital-group-announces-its-intent-to-nominate-martin-alwin-as-a-director-of-bnccorp-inc-300813238.html




NAPLES, Fla., March 15, 2019 /PRNewswire/ -- The PL Capital Group is pleased to announce their intent to nominate Martin Alwin for election as a director of BNCCORP, INC. (OTCQX Markets: BNCC) (the "Company"), in opposition to a director nominee who will be nominated by BNCCORP, INC. at the Company's 2019 Annual Meeting of Stockholders. It is expected that the Company's 2019 Annual Meeting of Stockholders will be held in the second quarter of 2019. The PL Capital Group beneficially owns 340,800 shares of common stock, or 9.7%, of the Company. In addition to filing proxy materials asking for stockholders to vote for Martin Alwin, the PL Capital Group also plans to present several important stockholder proposals on its white proxy card.

PL Capital Group principal Richard Lashley noted, "Martin is a key member of the PL Capital Group team and a highly qualified board candidate. Prior to joining the PL Capital Group, he was a successful financial analyst and investment banker at several investment banks specializing in the banking industry. We believe he will make a great addition to the Company's board of directors."

PL Capital Group principal John Palmer noted, "We believe stockholders who are disappointed by the Company's lackluster financial performance and frustrated with the Company's anti-stockholder corporate governance policies, including a staggered board of directors and poison pill plan, will strongly support our nominee and proposals."

Mr. Palmer added, "We also plan to ask stockholders to support a proposal requesting that the Company hire an investment banking firm to assist the board and management in evaluating all strategic alternatives available to the Company."

BNCCORP, INC. is a bank holding company headquartered in Bismarck, North Dakota. As of December 31, 2018 it had approximately $1.0 billion in assets.

PL Capital Advisors, LLC, a registered investment advisory firm dedicated to investments in the banking sector and stockholder activism, is among the largest stockholders of BNCCORP, INC. PL Capital Advisors, LLC and its various affiliates are referred to herein as the "PL Capital Group." The PL Capital Group has been investing in the banking sector since 1996.

Mr. Alwin is a Senior Analyst with the PL Capital Group. Prior to joining the PL Capital Group, Mr. Alwin worked as an investment banker with a focus on mergers & acquisitions, capital raising, balance sheet management, and other advisory services for the banking sector, most recently at Piper Jaffray & Co. Mr. Alwin earned a BA in Economics from Lawrence University and an MBA from the University of Chicago's Booth School of Business.

Important Information

This press release does not constitute a solicitation of proxies for any meeting of BNCCORP, INC.'s stockholders. Such solicitation is being made only pursuant to proxy materials, as discussed below.

PL Capital Advisors, LLC managing member John Palmer intends to nominate Martin P. Alwin as a nominee to the board of directors of BNCCORP, INC. (the "Company") and the PL Capital Group intends to solicit votes for the election of Mr. Alwin to the board. The PL Capital Group (whose members are identified below) will send a definitive proxy statement, WHITE proxy card and related proxy materials to stockholders of the Company seeking their support for Mr. Alwin and its stockholder proposals at the Company's 2019 Annual Meeting of Stockholders. Stockholders are urged to read the definitive proxy statement and WHITE proxy card when they become available, because they will contain important information about the PL Capital Group, Mr. Alwin, the Company and related matters. The definitive proxy statement (when available) and other related documents may be obtained free of charge from the PL Capital Group by calling 630-848-1340.

Participants in the Solicitation

The PL Capital Group currently consists of the following: PL Capital, LLC; Goodbody/PL Capital, LLC; Financial Edge Fund, L.P.; Financial Edge-Strategic Fund, L.P.; PL Capital/Focused Fund, L.P.; Goodbody/PL Capital, L.P.; PL Capital Advisors, LLC; Richard J. Lashley; and John W. Palmer. All of the above, along with Mr. Alwin, will be participants in the solicitation from the Company's stockholders of proxies in favor of the election of Mr. Alwin to the board of directors of the Company and the PL Capital Group's stockholder proposals at the 2019 Annual Meeting. Such participants may have interests in the solicitation, including as a result of holding shares of the Company's common stock, which will be discussed in the definitive proxy statement.

Contact John Palmer at 239-777-0187