MSB Financial Corp., a mutual thrift firm in Millington, N.J., plans to reorganize into a fully stock-owned company.

MSB Financial, the holding company for the $345.2 million-asset Millington Savings Bank, said Monday that its board has adopted a so-called second-step conversion plan, which is subject to regulatory approval and also needs the backing of stockholders and bank depositors.

The current MSB Financial is majority-owned by MSB Financial MHC; public shareholders own the rest of it.

Under the proposal, the non-MHC shareholders would have their holdings converted into shares of a new company that equal their current ownership levels.  MSB Financial MHC's common stock would be canceled, and bank depositors would have first priority to purchase new shares in the new company.

The new company would keep the name MSB Financial Corp. and wholly own the bank unit.

"We believe the second-step transaction... will permit us to raise additional capital and to move forward with our growth and strategic plans," Michael Shriner, president and chief executive of MSB Financial, said in a press release. "The conversion will also eliminate the operational uncertainties associated with the mutual holding company structure under the Dodd-Frank Act."

The bank would be renamed "Millington Bank" when the conversion is completed.

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