Amerant Bancorp Inc. (the “Company”) today announced the completion
of a private placement of $30 million in aggregate principal amount
of its 4.25% Fixed-to-Floating Rate Subordinated Notes due 2032
(the “Notes”).
The Notes will initially bear interest at a rate of
4.25% per annum from March 9, 2022, to March 15, 2027 with interest
during this period payable semi-annually in arrears. From March 15,
2027, to the stated maturity date (March 15, 2032) or early
redemption date, the interest rate will reset quarterly to an
annual floating rate equal to the then-current benchmark rate,
which will initially be the three-month Secured Overnight Financing
Rate (SOFR) plus 251 basis points, with interest during such period
payable quarterly in arrears. The Notes are redeemable by the
Company, in whole or in part, on or after March 15, 2027 and at any
time upon the occurrence of certain events. The Notes are not
subject to redemption at the option of the holders. The Notes
are fully and unconditionally guaranteed by the Company’s
wholly-owned subsidiary, Amerant Florida Bancorp Inc.
The Company intends to use the net proceeds of this
offering for general corporate purposes, which may include working
capital, providing capital to support the organic growth of the
Company’s main subsidiary, Amerant Bank, N.A., funding the
opportunistic acquisition of similar or complementary financial
service organizations and repaying outstanding indebtedness.
In connection with the issuance and sale of the
Notes, the Company entered into a registration rights agreement
pursuant to which the Company has agreed to take certain actions to
provide for the exchange of the Notes for subordinated notes that
are registered under the Securities Act and have substantially the
same terms as the Notes.
Piper Sandler & Co. acted as Placement Agent
for the Notes offering. Squire Patton Boggs (US) LLP served as
counsel to the Company.
The Notes have not been registered under the
Securities Act of 1933, as amended, or any state securities laws
and may not be offered or sold in the United States absent
registration or an applicable exemption from registration
requirements. This press release is for informational purposes only
and shall not constitute an offer to sell, or the solicitation of
an offer to buy, any security, nor shall there be any sale in any
jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of such jurisdiction. The Notes, and the
obligations of the Company as evidenced by the Notes, are not
deposits and are not insured or guaranteed by any federal agency or
instrumentality, including, without limitation, the Federal Deposit
Insurance Corporation.
About Amerant Bancorp Inc. (NASDAQ:
AMTB)
Amerant Bancorp Inc. is a bank holding company
headquartered in Coral Gables, Florida since 1979. The Company
operates through its main subsidiary, Amerant Bank, N.A. (the
“Bank”), as well as its other subsidiaries: Amerant Investments,
Inc., Elant Bank and Trust Ltd., and Amerant Mortgage, LLC. The
Company provides individuals and businesses in the U.S., as well as
select international clients, with deposit, credit and wealth
management services. The Bank, which has operated for over 40
years, is the second largest community bank headquartered in
Florida. The Bank operates 24 banking centers – 17 in South Florida
and 7 in Houston, Texas. For more information, visit
investor.amerantbank.com.
Forward Looking Statements
This press release contains “forward-looking
statements” within the meaning of the Securities Act of 1933 and
the Securities Exchange Act of 1934, including statements regarding
the use of proceeds of this offering, as well as statements with
respect to the Company’s objectives, expectations and intentions
and other statements that are not historical facts. All statements
other than statements of historical fact are statements that could
be forward-looking statements. You can identify these
forward-looking statements through our use of words such as “may,”
“will,” “anticipate,” “assume,” “should,” “indicate,” “would,”
“believe,” “contemplate,” “expect,” “estimate,” “continue,” “plan,”
“point to,” “project,” “could,” “intend,” “target,” “goals,”
“outlooks,” “modeled,” “dedicated,” “create,” and other similar
words and expressions of the future.
Forward-looking statements, including those
relating to the use of proceeds of this offering, as well as other
statements as to our beliefs, plans, objectives, goals,
expectations, anticipations, estimates and intentions, involve
risks, uncertainties and other factors, which may be beyond our
control, and which may cause the Company’s actual results,
performance, achievements, or financial condition to be materially
different from future results, performance, achievements, or
financial condition expressed or implied by such forward-looking
statements. You should not rely on any forward-looking statements
as predictions of future events. You should not expect us to update
any forward-looking statements, except as required by law. All
written or oral forward-looking statements attributable to us are
expressly qualified in their entirety by this cautionary notice,
together with those risks and uncertainties described in “Risk
factors” in our annual report on Form 10-K for the fiscal year
ended December 31, 2021, and in our other filings with the U.S.
Securities and Exchange Commission (the “SEC”), which are available
at the SEC’s website www.sec.gov.
CONTACTS:InvestorsLaura
RossiInvestorRelations@amerantbank.com(305) 460-8728
MediaSilvia M.
LarrieuMediaRelations@amerantbank.com(305) 441-8414
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