Quarterly report pursuant to Section 13 or 15(d)

Borrowings and Subordinated Debentures

v3.22.1
Borrowings and Subordinated Debentures
3 Months Ended
Mar. 31, 2022
Debt Disclosure [Abstract]  
Borrowings and Subordinated Debentures

Note 8 — Borrowings and Subordinated Debentures

At March 31, 2022, the Bank had no overnight advances and $125.0 million of term advances outstanding with the FHLB with a weighted average interest rate of 1.04 percent. At December 31, 2021, the Bank had no overnight advances and $137.5 million of term advances with the FHLB with a weighted average rate of 1.05 percent. Interest expense on borrowings for the three months ended March 31, 2022 and 2021 was $337,000 and $478,000, respectively.

 

 

 

March 31, 2022

 

 

December 31, 2021

 

 

 

Outstanding

Balance

 

 

Weighted

Average Rate

 

 

Outstanding

Balance

 

 

Weighted

Average Rate

 

 

 

(dollars in thousands)

 

Overnight advances

 

$

 

 

 

0.00

%

 

$

 

 

 

0.00

%

Advances due within 12 months

 

 

50,000

 

 

 

1.63

%

 

 

50,000

 

 

 

1.62

%

Advances due over 12 months through 24 months

 

 

50,000

 

 

 

0.37

%

 

 

50,000

 

 

 

0.97

%

Advances due over 24 months through 36 months

 

 

25,000

 

 

 

1.22

%

 

 

37,500

 

 

 

0.40

%

Outstanding advances

 

$

125,000

 

 

 

1.04

%

 

$

137,500

 

 

 

1.05

%

 

 

The following is financial data pertaining to FHLB advances:

 

 

 

March 31, 2022

 

 

December 31, 2021

 

 

 

(dollars in thousands)

 

Weighted-average interest rate at end of period

 

 

1.04

%

 

 

1.05

%

Weighted-average interest rate during the period

 

 

1.05

%

 

 

1.17

%

Average balance of FHLB advances

 

$

130,556

 

 

$

145,277

 

Maximum amount outstanding at any month-end

 

$

137,500

 

 

$

162,500

 

 

The Bank maintains a secured credit facility with the FHLB, allowing the Bank to borrow on an overnight and term basis. The Bank had $2.32 billion and $2.30 billion of loans pledged as collateral with the FHLB as of March 31, 2022 and December 31, 2021, respectively. Remaining available borrowing capacity was $1.45 billion, subject to the FHLB statutory lending limit of $1.84 billion, and $1.61 billion at March 31, 2022 and December 31, 2021, respectively.

The Bank also had securities with market values of $30.1 million and $34.7 million at March 31, 2022 and December 31, 2021, respectively, pledged with the FRB, which provided $28.2 million and $32.8 million in available borrowing capacity through the Fed Discount Window as of March 31, 2022 and December 31, 2021, respectively.

On August 20, 2021, the Company issued $110.0 million of Fixed-to-Floating Subordinated Notes (“2021 Notes”) with a maturity date of September 1, 2031. The 2021 Notes have an initial fixed interest rate of 3.75 percent per annum, payable semiannually in arrears on March 1 and September 1 of each year, up to but excluding September 1, 2026. From and including September 1, 2026 and thereafter, the 2021 Notes will bear interest at a floating rate per annum equal to the Benchmark rate (which is expected to be the Three-Month Term SOFR) plus 310 basis points, payable quarterly in arrears on March 1, June 1, September 1 and December 1 of each year. If the then current three-month term SOFR rate is less than zero, the three-month SOFR will be deemed to be zero. Debt issuance cost was $2.1 million, which is being amortized through the 2021 Notes’ maturity date. At both March 31, 2022 and December 31, 2021, the balance of the 2021 Notes included in the Company’s Consolidated Balance Sheet, net of issuance cost, was $108.0 million.

The Company issued $100.0 million of Fixed-to-Floating Subordinated Notes (“2017 Notes”) on March 21, 2017, with a maturity on March 30, 2027. The 2017 Notes have an initial fixed interest rate of 5.45 percent per annum, payable semiannually on March 30 and September 30 of each year. From and including March 30, 2022 and thereafter, the 2017 Notes 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 percent 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 $2.3 million, which is being amortized through the 2017 Notes’ maturity date.

 

On March 30, 2022, the Company redeemed its 2017 Notes. A portion of the redemption was funded with the proceeds from the Company’s August 20, 2021 subordinated debt offering. The redemption price for each of the 2017 Notes equaled 100 percent of the outstanding principal amount redeemed, plus any accrued and unpaid interest thereon. All interest accrued on the 2017 Notes ceased to accrue on and after March 30, 2022. Upon the redemption, the Company recognized a pre-tax charge of $1.1 million for the remaining unamortized debt issuance costs associated with the 2017 Notes.

 

At March 31, 2022 and December 31, 2021, the balance of 2017 Notes included in the Company’s Consolidated Balance Sheet, net of debt issuance cost, was $0 and $86.2 million, respectively.

 

The Company assumed Junior Subordinated Deferrable Interest Debentures (“Subordinated Debentures”) as a result of an acquisition in 2014 with an unpaid principal balance of $26.8 million and an estimated fair value of $18.5 million. The $8.3 million discount is being amortized to interest expense through the debentures’ maturity date of March 15, 2036. A trust was formed in 2005 which issued $26.0 million of Trust Preferred Securities (“TPS”) at a 6.26 percent fixed rate for the first five years and a variable rate of three-month LIBOR plus 140 basis points thereafter. 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. At March 31, 2022 and December 31, 2021, the balance of Subordinated Debentures included in the Company’s Consolidated Balance Sheets, net of discount of $5.9 million and $6.0 million, was $20.9 million and $20.8 million, respectively. The amortization of discount was $102,000 and $99,000 for the three months ended March 31, 2022 and 2021, respectively.