Annual report pursuant to Section 13 and 15(d)

Subordinated Debentures

v3.8.0.1
Subordinated Debentures
12 Months Ended
Dec. 31, 2017
Debt Disclosure [Abstract]  
Subordinated Debentures
Subordinated Debentures
The Company issued Fixed-to-Floating Subordinated Notes (“Notes”) of $100 million on March 21, 2017, with a final maturity on March 30, 2027.  The Notes will bear interest at an initial fixed rate of 5.45% per annum, payable semi-monthly on March 30 and September 30 of each year, commencing on September 30, 2017.  From and including March 30, 2022 and thereafter, the Notes will bear interest at a floating rate equal to the then current three-month LIBOR, as calculated on each applicable date of determination, plus 3.315% payable quarterly. If the then current three-month LIBOR is less than zero, three-month LIBOR will be deemed to be zero. Debt issuance cost was $2.2 million, which is being amortized through the Note's maturity date. At December 31, 2017, the balance of Notes included in the Company's consolidated balance sheet, net of debt issuance cost, was $98.0 million. The amortization of debt issuance cost was $134,000 for the year ended December 31, 2017.
The Company assumed CBI’s Junior Subordinated Deferrable Interest Debentures (“Subordinated Debentures”) with an unpaid principal balance of $26.8 million and an estimated fair value of $18.5 million. The $8.3 million discount will be amortized to interest expense over the remaining term. CBI formed a trust and issued $26.0 million of Trust Preferred Securities (“TPS”) that now have a variable rate of interest at the 3 month LIBOR plus 140 basis points and invested the proceeds in Subordinated Debentures. The Subordinated Debentures will mature on December 31, 2035, however, the Bank may redeem the Subordinated Debentures at an earlier date if certain conditions are met. The TPS will be subject to mandatory redemption if the Subordinated Debentures are repaid by the Company. Interest is payable quarterly, and the Company has the option to defer interest payments on the Subordinated Debentures from time to time for a period not to exceed five consecutive years. The discount amortization was $329,000, $275,000 and $176,000 for the years ended December 31, 2017, 2016 and 2015, respectively.